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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 4/27/17 American Airlines Group Inc. 10-Q 3/31/17 76:5.7M Donnelley … Solutions/FA American Airlines Inc |
Document/Exhibit Description Pages Size
1: 10-Q Quarterly Report HTML 690K
2: EX-4.20 Instrument Defining the Rights of Security Holders HTML 36K
3: EX-4.21 Instrument Defining the Rights of Security Holders HTML 206K
4: EX-4.22 Instrument Defining the Rights of Security Holders HTML 206K
5: EX-4.23 Instrument Defining the Rights of Security Holders HTML 207K
6: EX-10.1 Material Contract HTML 70K
7: EX-10.2 Material Contract HTML 77K
8: EX-10.3 Material Contract HTML 150K
9: EX-12.1 Statement re: Computation of Ratios HTML 24K
10: EX-12.2 Statement re: Computation of Ratios HTML 24K
11: EX-31.1 Certification -- §302 - SOA'02 HTML 25K
12: EX-31.2 Certification -- §302 - SOA'02 HTML 25K
13: EX-31.3 Certification -- §302 - SOA'02 HTML 25K
14: EX-31.4 Certification -- §302 - SOA'02 HTML 25K
15: EX-32.1 Certification -- §906 - SOA'02 HTML 24K
16: EX-32.2 Certification -- §906 - SOA'02 HTML 24K
23: R1 Document and Entity Information HTML 48K
24: R2 Condensed Consolidated Statements of Operations HTML 108K
25: R3 Condensed Consolidated Statements of Comprehensive HTML 41K
Income
26: R4 Condensed Consolidated Balance Sheets HTML 152K
27: R5 Condensed Consolidated Balance Sheets HTML 35K
(Parenthetical)
28: R6 Condensed Consolidated Statements of Cash Flows HTML 83K
29: R7 Basis of Presentation HTML 46K
30: R8 Special Items, Net HTML 43K
31: R9 Earnings Per Common Share HTML 36K
32: R10 Share Repurchase Programs and Dividends HTML 35K
33: R11 Debt HTML 80K
34: R12 Income Taxes HTML 30K
35: R13 Fair Value Measurements HTML 64K
36: R14 Employee Benefit Plans HTML 46K
37: R15 Accumulated Other Comprehensive Loss HTML 57K
38: R16 Regional Expenses HTML 41K
39: R17 Legal Proceedings HTML 42K
40: R18 Subsequent Events HTML 25K
41: R19 Transactions with Related Parties HTML 32K
42: R20 Basis of Presentation (Policies) HTML 48K
43: R21 Special Items, Net (Tables) HTML 43K
44: R22 Earnings Per Common Share (Tables) HTML 35K
45: R23 Share Repurchase Programs and Dividends (Tables) HTML 26K
46: R24 Debt (Tables) HTML 74K
47: R25 Fair Value Measurements (Tables) HTML 61K
48: R26 Employee Benefit Plans (Tables) HTML 44K
49: R27 Accumulated Other Comprehensive Loss (Tables) HTML 56K
50: R28 Regional Expenses (Tables) HTML 40K
51: R29 Transactions with Related Parties (Tables) HTML 29K
52: R30 Special Items, Net - Components of Special Items, HTML 42K
Net Included in Condensed Consolidated Statements
of Operations (Detail)
53: R31 Earnings (Loss) per Share - Computation of Basic HTML 53K
and Diluted Earnings per Common Share (Detail)
54: R32 Share Repurchase Programs and Dividends - Share HTML 37K
Repurchase Programs (Detail)
55: R33 Share Repurchase Programs and Dividends - HTML 27K
Dividends (Detail)
56: R34 Debt - Components of Long-Term Debt (Detail) HTML 99K
57: R35 Debt - Summary of Availability under Revolving HTML 35K
Credit Facilities (Detail)
58: R36 Debt - Components of Long-Term Debt - 2017-1 HTML 36K
Enhanced Equipment Trust Certificates (Detail)
59: R37 Debt - Details of 2017-1 Enhanced Equipment Trust HTML 43K
Certificates (Detail)
60: R38 Debt - Components of Long-Term Debt - 2016-3 HTML 29K
Enhanced Equipment Trust Certificates (Detail)
61: R39 Debt - Details of 2016-3 Enhanced Equipment Trust HTML 36K
Certificates (Detail)
62: R40 Debt - Components of Long-Term Debt - Equipment HTML 29K
Loans and Other Notes Payable Issued in 2017
(Detail)
63: R41 Debt - Components of Long-Term Debt - 2013 Credit HTML 49K
Facilities (Detail)
64: R42 Income Taxes (Detail) HTML 43K
65: R43 Fair Value Measurements - Summary of Assets HTML 64K
Measured at Fair Value on Recurring Basis (Detail)
66: R44 Fair Value Measurements - Schedule of Carrying HTML 33K
Value and Estimated Fair Value of Long-Term Debt,
Including Current Maturities (Detail)
67: R45 Employee Benefit Plans - Components of Net HTML 51K
Periodic Benefit Cost (Income) (Detail)
68: R46 Accumulated Other Comprehensive Loss - Components HTML 60K
of Accumulated Other Comprehensive Income (Loss)
(Detail)
69: R47 Accumulated Other Comprehensive Loss - HTML 36K
Reclassifications out of Accumulated Other
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70: R48 Regional Expenses (Detail) HTML 59K
71: R49 Legal Proceedings - Additional Information HTML 29K
(Detail)
72: R50 Subsequent Events - Additional Information HTML 27K
(Detail)
73: R51 Transactions with Related Parties (Detail) HTML 31K
75: XML IDEA XML File -- Filing Summary XML 118K
74: EXCEL IDEA Workbook of Financial Reports XLSX 58K
17: EX-101.INS XBRL Instance -- aal-20170331 XML 1.31M
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18: EX-101.SCH XBRL Schema -- aal-20170331 XSD 123K
76: ZIP XBRL Zipped Folder -- 0001193125-17-140927-xbrl Zip 131K
| EX-10.1 |
Exhibit 10.1
SUPPLEMENTAL AGREEMENT NO. 7
to
Purchase Agreement No. 03735
between
and
Relating to Boeing Model 737 MAX Aircraft
This SUPPLEMENTAL AGREEMENT No. 7 (SA-7), entered into as of March 2, 2017 (SA-6 Effective Date), by and between THE BOEING COMPANY, a Delaware corporation with offices in Washington state (Boeing) and AMERICAN AIRLINES, INC. a Delaware corporation with offices in Fort Worth, Texas, together with its successors and permitted assigns (Customer);
WHEREAS, Boeing and Customer entered into Purchase Agreement No. 03735 dated February 1, 2013 relating to Boeing Model 737 MAX Aircraft, as amended and supplemented (Purchase Agreement) and capitalized terms used herein without definitions shall have the meanings specified therefore in such Purchase Agreement;
WHEREAS, Customer and Boeing desire to add Letter Agreement AAL-PA-03735-LA-1700919 entitled “[*CTR]”; and
NOW, THEREFORE, the parties agree that the Purchase Agreement is amended as set forth below and otherwise agree as follows:
| PA 03735 | SA-7, Page 1 |
BOEING PROPRIETARY
[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT]
| 1 | Table of Contents. |
The “Table Of Contents” to the Purchase Agreement referencing SA-6 in the footer is deleted in its entirety and is replaced with the new “Table Of Contents” (attached hereto) referencing SA-7 in the footer to reflect changes made to the Purchase Agreement by this SA-7. Such new Table of Contents is hereby incorporated into the Purchase Agreement in replacement of its predecessor.
| 2 | Letter Agreement. |
Letter Agreement No. AAL-PA-03735-LA-1700919 entitled “[*CTR]” is hereby incorporated into the Purchase Agreement (New Letter Agreement).
| 3 | Miscellaneous. |
3.1 The Purchase Agreement is amended as set forth above, by the New Letter Agreement. All other terms and conditions of the Purchase Agreement remain unchanged and are in full force and effect.
Intentionally Left Blank
| PA 03735 | SA-7, Page 2 |
BOEING PROPRIETARY
[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT]
| AGREED AND ACCEPTED this | ||||
| Date | ||||
| THE BOEING COMPANY | AMERICAN AIRLINES, INC. | |||
| Signature | Signature | |||
| Printed name | Printed name | |||
| Attorney-in-Fact |
Vice President & Treasurer | |||
| Title | Title | |||
| PA 03735 | SA-7, Page 3 |
BOEING PROPRIETARY
| SA NUMBER |
||||||
| ARTICLES |
||||||
| Article 1. |
Quantity, Model and Description |
|||||
| Article 2. |
Delivery Schedule |
|||||
| Article 3. |
Price |
|||||
| Article 4. |
Payment |
|||||
| Article 5. |
Additional Terms |
|||||
| Article 6. |
Confidentiality |
|||||
| TABLE |
||||||
| 1R3. |
Aircraft Information Table |
6 | ||||
| EXHIBITS |
||||||
| AR1 |
Aircraft Configuration |
6 | ||||
| B. |
Aircraft Delivery Requirements and Responsibilities |
|||||
| C. |
Definitions |
|||||
| SUPPLEMENTAL EXHIBITS |
||||||
| AE1. |
[*CTR] |
|||||
| BFE1. |
BFE Variables |
|||||
| CS1R1. |
Customer Support Variables |
4 | ||||
| EE1. |
[*CTR] |
|||||
| SLP1. |
[*CTR] |
|||||
| LETTER AGREEMENTS |
||||||
| LA-1106648R1 | Special Matters |
6 | ||||
| LA-1106649 | [*CTR] |
|||||
| LA-1106650R2 | [*CTR] |
3 | ||||
| LA-1106651 | [*CTR] |
|||||
| LA-1106652 | Aircraft Model Substitution |
|||||
| LA-1106654 | AGTA Terms Revisions for MAX |
|||||
|
|
6 | |||||
| LA-1106656R1 | [*CTR] |
1 | ||||
| LA-1106657R1 | [*CTR] |
2 | ||||
| LA-1106663 R1 | [*CTR] |
2 | ||||
| LA-1106664 R1 | [*CTR] |
2 | ||||
| LA-1106658 | [*CTR] |
|||||
| LA-1106659R1 | [*CTR] |
1 | ||||
| LA-1106660 | Spare Parts Initial Provisioning |
|||||
| PA-03735 | TABLE OF CONTENTS, Page 1 of 2 | SA-7 |
BOEING PROPRIETARY
[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT]
TABLE OF CONTENTS, continued
| LETTER AGREEMENTS, continued |
SA NUMBER |
|||||
| LA-1106661R2 |
[*CTR] |
2 | ||||
| LA-1106667 |
[*CTR] |
|||||
| LA-1106668 |
[*CTR] |
|||||
| LA-1106669 |
[*CTR] |
|||||
| LA-1106670 |
Confidentiality |
|||||
| LA-1106671R1 |
Miscellaneous Commitments |
1 | ||||
| LA-1106672 |
[*CTR] |
|||||
| LA-1106673R1* |
CS1 Special Matters |
4 | ||||
| LA-1106677 |
[*CTR] |
|||||
| LA-1600073 |
[*CTR] |
4 | ||||
| LA-1600852 |
[*CTR] |
5 | ||||
| LA-1603773 |
[*CTR] |
5 | ||||
| LA-1605402 |
[*CTR] |
6 | ||||
| LA-1700919 |
[*CTR] |
7 | ||||
| * - | This is an intended gap as there are no Letter Agreements LA-1106674 through LA-1106676 incorporated by the Purchase Agreement. |
| PA-03735 | TABLE OF CONTENTS, Page 2 of 2 BOEING PROPRIETARY |
SA-7 |
[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT]
|
The Boeing Company | |
| P.O. Box 3707 | ||
| Seattle, WA 98124-2207 |
AAL-PA-03735-LA-1700919
P.O. Box 619616
Dallas-Fort Worth Airport, Texas 75261-9616
| Subject: |
[*CTR] | |
| Reference: |
Purchase Agreement No. 03735 (Purchase Agreement) between The Boeing Company (Boeing) and American Airlines, Inc. (Customer) relating to Model 737-8 MAX aircraft (Aircraft) | |
This letter agreement (Letter Agreement) is entered into on the date below and amends and supplements the Purchase Agreement referenced above. All capitalized terms used in but not otherwise defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement.
Customer has [*CTR] that Boeing [*CTR] in the Aircraft certain [*CTR] which is more fully described in the options listed in Attachment A to this Letter Agreement (collectively referred to as [*CTR]) in accordance with the terms and conditions of this Letter Agreement. [*CTR] that is identified in the Detail Specification for the Aircraft is [*CTR] that Boeing is [*CTR] in accordance with Section 2 below, but is otherwise [*CTR] for purposes of the Purchase Agreement.
The [*CTR] during the [*CTR] and manufacture of the Aircraft to [*CTR] at the time of delivery of the Aircraft. To achieve this, Boeing and Customer will [*CTR] in a manner consistent with (i) the terms and conditions [*CTR]; and (ii) [*CTR].
| 1. | Customer Responsibilities. |
1.1 [*CTR]. Customer has [*CTR].
1.2 [*CTR]. Customer will provide [*CTR].
1.3 [*CTR]. Customer will [*CTR]. Such [*CTR]:
1.3.1 specify [*CTR];
1.3.2 specify the [*CTR]; and
1.3.3 require [*CTR].
Customer shall [*CTR]
Additionally, Customer may [*CTR].
| AAL-PA-03735-LA-1700919 [*CTR] |
SA 7 Page 1 |
BOEING PROPRIETARY
[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT]
| 2. | Boeing Responsibilities. |
2.1 Boeing shall:
2.1.1 perform the [*CTR] described in Attachment B to this Letter Agreement;
2.1.2 assist [*CTR];
2.1.3 approve the [*CTR];
2.1.4 confirm the [*CTR]
2.1.5 place [*CTR];
2.1.6 manage the [*CTR];
2.1.7 pay the [*CTR]
2.1.8 coordinate [*CTR];
2.1.9 provide [*CTR];
2.1.10 ensure that the [*CTR];
2.1.11 [*CTR] in the Aircraft, in accordance with the terms and conditions of the Purchase Agreement (including, without limitation, the [*CTR]) the [*CTR];
2.1.12 ensure that at the time of Aircraft delivery, the [*CTR] referenced in Attachment A to this Letter Agreement;
2.1.13 if necessary, and upon request of Customer, use [*CTR] to assist Customer in causing [*CTR] under the [*CTR] with the objective of delivery of the Aircraft on the delivery date (that is scheduled in accordance with Section 6.1 of the AGTA) with the [*CTR] in the Aircraft and certified by the FAA; and
2.1.14 prior to delivery of the applicable Aircraft, obtain [*CTR] of the Aircraft with [*CTR].
| 3. | Changes. |
3.1 Customer and [*CTR] may change the [*CTR] of Boeing. Customer may [*CTR] at any time, and Boeing shall [*CTR] in a timely manner. Any [*CTR] that Boeing gives to a [*CTR] shall be subject to [*CTR] through Boeing’s [*CTR] of the Purchase Agreement.
3.2 Boeing and Customer recognize that the [*CTR] nature of the [*CTR] in order to ensure (i) [*CTR] with the Aircraft and all [*CTR], and (ii) [*CTR] of the Aircraft with the [*CTR]. In such event, Boeing will notify Customer and [*CTR]. If, within [*CTR] as may be mutually agreed in writing) after such notification, (i) Customer and Boeing [*CTR] or [*CTR] and (ii) so long as Boeing has [*CTR] with Customer to [*CTR], then any [*CTR] in delivery of the Aircraft will be [*CTR] and [*CTR]. The [*CTR] of any mutually agreed [*CTR] may result in Boeing [*CTR] contained in Attachment A to this Letter Agreement.
| AAL-PA-03735-LA-1700919 [*CTR] |
SA 7 Page 2 |
BOEING PROPRIETARY
[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT]
3.3 Boeing’s [*CTR] of the Aircraft as it relates to [*CTR] as described in the options listed in Attachment A to this Letter Agreement, as such Attachment A may be amended from time to time.
| 4. | [*CTR]. |
4.1 Boeing and Customer agree to follow the sequential steps identified in this Section 5 to [*CTR]:
4.1.1 Boeing shall [*CTR].
4.1.2 Within [*CTR] or other course of action.
4.2 If Boeing and Customer are [*CTR] on an alternate [*CTR] or course of action within such time, the [*CTR] to Boeing in Section 7 of this Letter Agreement shall apply.
| 5. | Proprietary Rights. |
Boeing’s [*CTR] will not impose upon Boeing any [*CTR] Customer may have in the [*CTR].
| 6. | Exhibits B and C to the AGTA. |
[*CTR] for the purposes of Exhibit B to the AGTA, entitled “Customer Support Document”, and Exhibit C to the AGTA, entitled “Product Assurance Document”.
| 7. | Boeing [*CTR]. |
7.1 If Customer [*CTR] as provided in this Letter Agreement or if [*CTR] (for any reason [*CTR] under the Boeing Purchase Order terms) to [*CTR] in accordance with the [*CTR], then, in addition to [*CTR], Boeing will
7.1.1 [*CTR] and
7.1.1.1 if the [*CTR] of the Exhibit A to the AGTA entitled “Buyer Furnished Equipment Provisions Document” (AGTA Exhibit A BFE Provisions Document), then the provisions of Article 7, [*CTR], of the AGTA [*CTR];
7.1.1.2 if the [*CTR] of the AGTA Exhibit A BFE Provisions Document, then Boeing will [*CTR];
7.1.2 [*CTR]; and/or
7.1.3 [*CTR] by the amount of Boeing’s [*CTR], including but not limited to, (i) [*CTR] by Boeing, (ii) any [*CTR] as established by Boeing and agreed to by the [*CTR] and (iii) [*CTR]; and [*CTR] from any applicable [*CTR].
7.2 Boeing will use [*CTR] described in Section 7.1.3. Notwithstanding the last clause of 7.1.3, Boeing has no [*CTR].
| AAL-PA-03735-LA-1700919 [*CTR] |
SA 7 Page 3 |
BOEING PROPRIETARY
[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT]
7.3 If Boeing [*CTR] set forth herein, then any [*CTR] of the Aircraft, to the [*CTR], will be the [*CTR] of Boeing.
| 8. | [*CTR]. |
8.1 Estimated [*CTR]. Boeing and Customer agree that the [*CTR].
8.2 Aircraft [*CTR]. The Aircraft [*CTR] will be adjusted at the time of Aircraft Delivery to reflect the [*CTR] and any associated [*CTR] by Boeing to [*CTR] that are otherwise [*CTR] by Boeing.
| 9. | [*CTR]. |
[*CTR] will [*CTR] with Boeing until the Aircraft [*CTR] to Customer. [*CTR] will remain with the entity that is in [*CTR] prior to Aircraft Delivery.
| 10. | Confidential Treatment. |
Customer understands and agrees that the information contained herein represents confidential business information and has value precisely because it is not available generally or to other parties. This Letter Agreement shall be subject to the terms and conditions of Letter Agreement No. AAL-PA-03735-LA-1106670 entitled “Confidentiality”.
Intentionally Left Blank
| AAL-PA-03735-LA-1700919 [*CTR] |
SA 7 Page 4 |
BOEING PROPRIETARY
[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT]
If the foregoing correctly sets forth your understanding of our agreement with respect to the matters treated above, please indicate your acceptance and approval below.
Very truly yours,
| THE BOEING COMPANY | ||
| By | ||
| Its | Attorney-In-Fact | |
| ACCEPTED AND AGREED TO this | ||
| Date: | March 2, 2017 | |
| AMERICAN AIRLINES, INC. | ||
| By | ||
| Its | Vice President & Treasurer | |
| AAL-PA-03735-LA-1700919 [*CTR] |
SA 7 Page 5 |
BOEING PROPRIETARY
[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT]
Attachment A
[*CTR]
The following [*CTR] describe(s) the items of equipment that under the terms and conditions of this Letter Agreement are considered to be [*CTR]. Each such [*CTR] is fully described in the [*CTR] as described in Exhibit A to the Purchase Agreement. Final configuration will be based on Customer acceptance of any or all [*CTR] listed below.
[*CTR] Number and Title
[*CTR]
[*CTR]
[*CTR]
[*CTR]
| AAL-PA-03735-LA-1700919 [*CTR] |
SA 7 Page 6 |
BOEING PROPRIETARY
[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT]
Attachment B
[*CTR]
This Attachment B describes the functions that Boeing will perform as [*CTR] to support (i) the [*CTR] and (ii) the [*CTR] on the Aircraft.
| 1. | [*CTR]. |
Boeing will perform the following functions [*CTR]. Boeing will have [*CTR] which, in Boeing’s reasonable opinion, [*CTR]. Boeing will be [*CTR] for:
| (i) | [*CTR]; |
| (ii) | [*CTR]; |
| (iii) | [*CTR]; |
| (iv) | [*CTR]; |
| (v) | [*CTR]; |
| (vi) | [*CTR]; |
| (vii) | [*CTR]; and |
| (viii) | [*CTR]. |
| 2. | [*CTR]. |
Boeing’s [*CTR] will include the functions of [*CTR]. As [*CTR], Boeing will perform the following functions:
| (i) | as required, [*CTR]; |
| (ii) | [*CTR] Boeing, Customer and [*CTR]; and |
| (iii) | [*CTR]. |
| AAL-PA-03735-LA-1700919 [*CTR] |
SA 7 Page 7 |
BOEING PROPRIETARY
[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT]
| This ‘10-Q’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| Filed on: | 4/27/17 | 8-K | ||
| For Period end: | 3/31/17 | |||
| 3/2/17 | 4 | |||
| 2/1/13 | ||||
| List all Filings | ||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 2/21/24 American Airlines Group Inc. 10-K 12/31/23 147:24M 2/22/23 American Airlines Group Inc. 10-K 12/31/22 141:46M 2/22/22 American Airlines Group Inc. 10-K 12/31/21 162:47M 2/17/21 American Airlines Group Inc. 10-K 12/31/20 160:42M |