UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): April 5, 2020
(Exact name of registrant as specified in its charter)
(State or other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||
(Address of principal executive offices) | (Zip Code) | ||||
Registrant’s telephone number, including area code:
(817 ) 963-1234
(817 ) 963-1234
N/A | ||
(Former name or former address if changed since last report.) | ||
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) | |
Securities registered pursuant to Section 12(b) of the Act:
Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.
Emerging growth company | |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
ITEM 7.01. | REGULATION FD DISCLOSURE. |
On April 5, 2020, American Airlines, Inc. (“American”) announced additional adjustments to its schedule in response to decreased consumer demand for air travel due to continued uncertainty surrounding the outbreak of the COVID-19 virus. This announcement is furnished herewith as Exhibit 99.1 and is incorporated by reference into this Item 7.01.
The information in this Item 7.01, including Exhibit 99.1, is being furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section and shall not be deemed incorporated by reference into any registration statement or other document filed pursuant to the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.
Cautionary Statement Regarding Forward-Looking Statements
Certain of the statements contained in this report should be considered forward-looking statements within the meaning of the Securities Act of 1933, as amended (the “Securities Act”), the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and the Private Securities Litigation Reform Act of 1995. These forward-looking statements may be identified by words such as “may,” “will,” “expect,” “intend,” “anticipate,” “believe,” “estimate,” “plan,” “project,” “could,” “should,” “would,” “continue,” “seek,” “target,” “guidance,” “outlook,” “if current trends continue,” “optimistic,” “forecast” and other similar words. Such statements include, but are not limited to, statements about the Company’s plans, objectives, expectations, intentions, estimates and strategies for the future, and other statements that are not historical facts. These forward-looking statements are based on the Company’s current objectives, beliefs and expectations, and they are subject to significant risks and uncertainties that may cause actual results and financial position and timing of certain events to differ materially from the information in the forward-looking statements. These risks and uncertainties include, but are not limited to, those set forth in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019 (especially in Part I, Item 1A. Risk Factors and Part II, Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations), and other risks and uncertainties listed from time to time in the Company’s other filings with the Securities and Exchange Commission. There may be other factors of which the Company is not currently aware that may affect matters discussed in the forward-looking statements and may also cause actual results to differ materially from those discussed. In particular, the consequences of the coronavirus outbreak to economic conditions and the travel industry in general and the financial position and operating results of our company in particular have been material, are changing rapidly, and cannot be predicted. The Company does not assume any obligation to publicly update or supplement any forward-looking statement to reflect actual results, changes in assumptions or changes in other factors affecting these forward-looking statements other than as required by law. Any forward-looking statements speak only as of the date hereof or as of the dates indicated in the statement.
ITEM 9.01. | FINANCIAL STATEMENTS AND EXHIBITS. |
(d) Exhibits. | ||
Exhibit No. | Description | |
99.1 | ||
104.1 | Cover page interactive data file (embedded within the Inline XBRL document). | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, American Airlines Group Inc. has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
AMERICAN AIRLINES GROUP INC. | |||
Date: April 6, 2020 | By: | /s/ Derek J. Kerr | |
Derek J. Kerr | |||
Executive Vice President and Chief Financial Officer | |||
Pursuant to the requirements of the Securities Exchange Act of 1934, American Airlines, Inc. has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
AMERICAN AIRLINES, INC. | |||
Date: April 6, 2020 | By: | /s/ Derek J. Kerr | |
Derek J. Kerr | |||
Executive Vice President and Chief Financial Officer | |||
Exhibit 99.1
A message from David Seymour, Senior Vice President, Operations | Sunday, April 5, 2020 |
Reducing American’s New York Schedule
Dear fellow team members,
As coronavirus (COVID-19) cases in New York City and the surrounding region continues to increase, along with Centers for Disease Control and Prevention (CDC) guidelines for travel to the area, the demand for flights to the New York area is rapidly evaporating. While American has already significantly reduced our service to LGA and JFK, along with service to nearby Newark (EWR), we will temporarily suspend even more flights to these three airports starting Tuesday, April 7. The new, temporary schedule will run through May 6.
Your safety and that of our customers remains our top priority and we will continue to stress the CDC recommendations throughout our system. To further protect the approximately 9,000 team members serving customers at the New York area airports, we will be taking additional measures to help keep them safe.
LGA, JFK and EWR will only operate from 10 a.m. to 6 p.m. ET as turn-only operations with no aircraft or crews remaining overnight at these three airports. The limited number of flights we will operate will have capacity restrictions in place to maintain social distancing onboard each aircraft. These flights will be crewed by those from bases outside of New York and will require fewer of our New York colleagues on the ground to serve customers and colleagues during this suspension period.
Here is an overview of the temporary schedule:
• | LGA: Two daily flights to CLT and DFW. One daily flight to BOS, ORD, MIA and DCA. |
• | JFK: One daily flight to DFW, CLT and MIA. |
• | EWR: One daily flight to DFW and CLT. EWR - ORD service will be suspended on April 9. |
We will contact our New York area team members directly regarding these changes and we will be sure to pay protect any crew members who were scheduled to work any now-canceled flights. We also are contacting customers to ensure they reach their final destinations as close as possible to their original flight times.
We recognize the essential service we provide to New York, and all of the airports American serves, as the world fights the spread of COVID-19. This limited New York service will continue to provide critical connectivity for our customers, including transportation for any essential personnel and goods needed by the community and medical professionals battling the disease.
Although New York is one of the current COVID-19 hotspots in the U.S., all of us have an incredibly important role to play as we ensure the safety of our colleagues, communities and loved ones as we work to contain the virus. I am proud of the way our team has pulled together during these exceptional times and shown commitment to caring for each other. By working together, and taking aggressive steps to protect our team and manage our network, we can continue providing safe, efficient air travel, and be ready to step up when America and the world are ready to move again.
David