SEC Info - American Airlines Group Inc., et al. - ‘10-K’ for 12/31/20

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American Airlines Group Inc., et al. – ‘10-K’ for 12/31/20 – ‘EX-10.54’

On: Wednesday, 2/17/21, at 5:17pm ET · For: 12/31/20 · Accession #: 6201-21-14 · File #s: 1-02691, 1-08400

Previous ‘10-K’: ‘10-K’ on 2/19/20 for 12/31/19 · Next: ‘10-K’ on 2/22/22 for 12/31/21 · Latest: ‘10-K’ on 2/21/24 for 12/31/23 · 72 References:

  As Of               Filer                 Filing    For·On·As Docs:Size

 2/17/21  American Airlines Group Inc.      10-K       12/31/20  160:42M
          American Airlines, Inc.

Annual Report — Form 10-K
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-K        10-K 2020 02.17.21                                  HTML   3.82M 
 2: EX-4.182    Instrument Defining the Rights of Security Holders  HTML    235K 
 3: EX-10.3     Material Contract                                   HTML    105K 
 4: EX-10.4     Material Contract                                   HTML    132K 
 7: EX-10.46    Material Contract                                   HTML   1.81M 
 8: EX-10.47    Material Contract                                   HTML    202K 
 9: EX-10.48    Material Contract                                   HTML    913K 
10: EX-10.49    Material Contract                                   HTML    278K 
11: EX-10.50    Material Contract                                   HTML     54K 
12: EX-10.51    Material Contract                                   HTML     72K 
13: EX-10.52    Material Contract                                   HTML     58K 
14: EX-10.53    Material Contract                                   HTML    506K 
15: EX-10.54    Material Contract                                   HTML    170K 
16: EX-10.55    Material Contract                                   HTML     98K 
17: EX-10.56    Material Contract                                   HTML    127K 
 5: EX-10.6     Material Contract                                   HTML    641K 
18: EX-10.60    Material Contract                                   HTML     57K 
 6: EX-10.7     Material Contract                                   HTML     50K 
19: EX-10.74    Material Contract                                   HTML    230K 
20: EX-10.75    Material Contract                                   HTML    122K 
21: EX-10.76    Material Contract                                   HTML    119K 
22: EX-10.77    Material Contract                                   HTML     68K 
23: EX-10.78    Material Contract                                   HTML    124K 
24: EX-10.79    Material Contract                                   HTML     48K 
25: EX-21.1     Subsidiaries List                                   HTML     47K 
26: EX-23.1     Consent of Expert or Counsel                        HTML     42K 
27: EX-31.1     Certification -- §302 - SOA'02                      HTML     45K 
28: EX-31.2     Certification -- §302 - SOA'02                      HTML     45K 
29: EX-31.3     Certification -- §302 - SOA'02                      HTML     45K 
30: EX-31.4     Certification -- §302 - SOA'02                      HTML     45K 
31: EX-32.1     Certification -- §906 - SOA'02                      HTML     42K 
32: EX-32.2     Certification -- §906 - SOA'02                      HTML     42K 
39: R1          Cover                                               HTML    114K 
40: R2          Consolidated Statements of Operations               HTML    143K 
41: R3          Consolidated Statements of Comprehensive Income     HTML     66K 
                (Loss)                                                           
42: R4          Consolidated Balance Sheets                         HTML    184K 
43: R5          Consolidated Balance Sheets (Parenthetical)         HTML     52K 
44: R6          Consolidated Statements of Cash Flows               HTML    183K 
45: R7          Consolidated Statements of Cash Flows               HTML     65K 
                (Parenthetical)                                                  
46: R8          Consolidated Statements of Stockholders' Equity     HTML    118K 
                (Deficit)                                                        
47: R9          Consolidated Statements of Stockholders' Equity     HTML     53K 
                (Deficit) (Parenthetical)                                        
48: R10         Basis of Presentation and Summary of Significant    HTML    340K 
                Accounting Policies                                              
49: R11         Special Items, Net                                  HTML    127K 
50: R12         Earnings (Loss) Per Common Share                    HTML     68K 
51: R13         Share Repurchase Programs and Dividends             HTML     45K 
52: R14         Debt                                                HTML    293K 
53: R15         Leases                                              HTML    293K 
54: R16         Income Taxes                                        HTML    152K 
55: R17         Risk Management                                     HTML     57K 
56: R18         Fair Value Measurements and Other Investments       HTML    153K 
57: R19         Employee Benefit Plans                              HTML    602K 
58: R20         Accumulated Other Comprehensive Loss                HTML    107K 
59: R21         Commitments, Contingencies and Guarantees           HTML    133K 
60: R22         Supplemental Cash Flow Information                  HTML     61K 
61: R23         Operating Segments and Related Disclosures          HTML     51K 
62: R24         Share-based Compensation                            HTML     80K 
63: R25         Valuation and Qualifying Accounts                   HTML     74K 
64: R26         Quarterly Financial Data (Unaudited)                HTML     98K 
65: R27         Transactions with Related Parties                   HTML     53K 
66: R28         Subsequent Events                                   HTML     65K 
67: R29         Basis of Presentation and Summary of Significant    HTML    186K 
                Accounting Policies (Policies)                                   
68: R30         Basis of Presentation and Summary of Significant    HTML    209K 
                Accounting Policies (Tables)                                     
69: R31         Special Items, Net (Tables)                         HTML    127K 
70: R32         Earnings (Loss) Per Common Share (Tables)           HTML     70K 
71: R33         Debt (Tables)                                       HTML    195K 
72: R34         Leases (Tables)                                     HTML    197K 
73: R35         Income Taxes (Tables)                               HTML    146K 
74: R36         Fair Value Measurements and Other Investments       HTML    145K 
                (Tables)                                                         
75: R37         Employee Benefit Plans (Tables)                     HTML    601K 
76: R38         Accumulated Other Comprehensive Loss (Tables)       HTML    108K 
77: R39         Commitments, Contingencies and Guarantees (Tables)  HTML     85K 
78: R40         Supplemental Cash Flow Information (Tables)         HTML     61K 
79: R41         Share-based Compensation (Tables)                   HTML     75K 
80: R42         Valuation and Qualifying Accounts (Tables)          HTML     74K 
81: R43         Quarterly Financial Data (Unaudited) (Tables)       HTML     97K 
82: R44         Transactions with Related Parties (Tables)          HTML     51K 
83: R45         Basis of Presentation and Summary of Significant    HTML    546K 
                Accounting Policies - Additional Information                     
                (Detail)                                                         
84: R46         Basis of Presentation and Summary of Significant    HTML     88K 
                Accounting Policies - Operating Property and                     
                Equipment (Detail)                                               
85: R47         Basis of Presentation and Summary of Significant    HTML     70K 
                Accounting Policies - Definite-Lived Intangible                  
                Assets (Detail)                                                  
86: R48         Basis of Presentation and Summary of Significant    HTML     61K 
                Accounting Policies - Definite-Lived Intangible                  
                Assets Amortization Expense (Detail)                             
87: R49         Basis of Presentation and Summary of Significant    HTML     86K 
                Accounting Policies - Significant Categories of                  
                Reported Operating Revenues (Details)                            
88: R50         Basis of Presentation and Summary of Significant    HTML     75K 
                Accounting Policies - Passenger Revenue by                       
                Geographic Region (Details)                                      
89: R51         Basis of Presentation and Summary of Significant    HTML     51K 
                Accounting Policies - Significant Contract                       
                Liabilities (Details)                                            
90: R52         Basis of Presentation and Summary of Significant    HTML     59K 
                Accounting Policies - Changes in Loyalty Program                 
                Liability (Details)                                              
91: R53         Basis of Presentation and Summary of Significant    HTML     86K 
                Accounting Policies - Regional Expenses (Detail)                 
92: R54         Special Items, Net (Details)                        HTML     98K 
93: R55         Earnings (Loss) Per Common Share (Details)          HTML     97K 
94: R56         Share Repurchase Programs and Dividends - Share     HTML     60K 
                Repurchase Programs (Details)                                    
95: R57         Share Repurchase Programs and Dividends -           HTML     46K 
                Dividends (Details)                                              
96: R58         Debt - Components of Long-Term Debt (Details)       HTML    148K 
97: R59         Debt - Summary of Availability under Revolving      HTML     63K 
                Credit Facilities (Details)                                      
98: R60         Debt - Schedule of Maturities of Long-Term Debt     HTML     63K 
                (Details)                                                        
99: R61         Debt - 2013, 2014 and 2016 Credit Facilities        HTML    148K 
                (Details)                                                        
100: R62         Debt - Delayed Draw Term Loan Credit Facility and   HTML     58K  
                11.75% Secured Senior Notes (Details)                            
101: R63         Debt - 10.75% Senior Secured Notes (Details)        HTML     67K  
102: R64         Debt - Treasury Loan Agreement (Details)            HTML     76K  
103: R65         Debt - EETCs (Details)                              HTML     53K  
104: R66         Debt - EETCs - Certain Information (Details)        HTML     52K  
105: R67         Debt - Equipment Loans and Other Notes Payable      HTML     51K  
                Issued in 2020 (Details)                                         
106: R68         Debt - Special Facility Revenue Bonds (Details)     HTML     73K  
107: R69         Debt - PSP1 Promissory Note (Details)               HTML     61K  
108: R70         Debt - 6.50% Convertible Senior Notes (Details)     HTML     99K  
109: R71         Debt - Schedule of 6.5% Convertible Senior Notes    HTML     54K  
                (Details)                                                        
110: R72         Debt - Unsecured Senior Notes (Details)             HTML     53K  
111: R73         Debt - Guarantees (Details)                         HTML     57K  
112: R74         Debt - Collateral-Related Covenants (Details)       HTML     63K  
113: R75         Leases - Additional Information (Details)           HTML     74K  
114: R76         Leases - Components of Lease Expense (Details)      HTML     58K  
115: R77         Leases - Supplemental Balance Sheet Information     HTML     92K  
                (Details)                                                        
116: R78         Leases - Supplemental Cash Flow and Other           HTML     64K  
                Information (Details)                                            
117: R79         Leases - Maturities of Lease Liabilities (Details)  HTML     99K  
118: R80         Income Taxes - Components of Income Tax Provision   HTML     68K  
                (Benefit) (Details)                                              
119: R81         Income Taxes - Reconciliation of Income Tax         HTML     63K  
                Provision (Details)                                              
120: R82         Income Taxes - Deferred Tax Assets and Liabilities  HTML     88K  
                (Details)                                                        
121: R83         Income Taxes - Additional Disclosures (Details)     HTML     67K  
122: R84         Risk Management (Details)                           HTML     48K  
123: R85         Fair Value Measurements and Other Investments -     HTML    124K  
                Summary of Assets Measured at Fair Value on                      
                Recurring Basis (Details)                                        
124: R86         Fair Value Measurements and Other Investments -     HTML     55K  
                Schedule of Carrying Value and Estimated Fair                    
                Value of Long-Term Debt, Including Current                       
                Maturities (Details)                                             
125: R87         Fair Value Measurements and Other Investments -     HTML     45K  
                Other Investments (Details)                                      
126: R88         Employee Benefit Plans - Additional Information     HTML     70K  
                (Details)                                                        
127: R89         Employee Benefit Plans - Schedule of Changes in     HTML     89K  
                Projected Benefit Obligations (Details)                          
128: R90         Employee Benefit Plans - Schedule of Changes in     HTML     88K  
                Fair Value of Plan Assets (Details)                              
129: R91         Employee Benefit Plans - Schedule of Amounts        HTML     61K  
                Recognized in Consolidated Balance Sheets                        
                (Details)                                                        
130: R92         Employee Benefit Plans - Schedule of Amounts        HTML     58K  
                Recognized in Other Comprehensive Income (Details)               
131: R93         Employee Benefit Plans - Schedule of Accumulated    HTML     59K  
                Benefit Obligations Exceeding Fair Value of Plan                 
                Assets (Details)                                                 
132: R94         Employee Benefit Plans - Components of Net          HTML     85K  
                Periodic Benefit Cost (Income) (Details)                         
133: R95         Employee Benefit Plans - Schedule of Assumption     HTML     69K  
                Used to Determine Benefit Obligations (Details)                  
134: R96         Employee Benefit Plans - Schedule of Expected       HTML     64K  
                Future Service Benefit Payments (Details)                        
135: R97         Employee Benefit Plans - Schedule of Allocation of  HTML    112K  
                Plan Assets (Details)                                            
136: R98         Employee Benefit Plans - Schedule of Fair Value of  HTML    244K  
                Pension Plan Assets by Asset Category (Details)                  
137: R99         Employee Benefit Plans - Schedule of Fair Value of  HTML    160K  
                Pension Plan Assets by Asset Category - Additional               
                Information (Details)                                            
138: R100        Employee Benefit Plans - Changes in Fair Value      HTML     65K  
                Measurements of Level 3 Investments (Details)                    
139: R101        Employee Benefit Plans - Fair Values of Retiree     HTML     89K  
                Medical and Other Postretirement Benefit Plans                   
                Assets by Asset Category (Details)                               
140: R102        Employee Benefit Plans - Defined Contribution and   HTML     64K  
                Multiemployer Plans (Details)                                    
141: R103        Employee Benefit Plans - Profit Sharing Program     HTML     46K  
                (Details)                                                        
142: R104        Accumulated Other Comprehensive Loss - Components   HTML     96K  
                of Accumulated Other Comprehensive Loss (Aoci)                   
                (Details)                                                        
143: R105        Accumulated Other Comprehensive Loss -              HTML     53K  
                Reclassifications out of AOCI (Details)                          
144: R106        Commitments, Contingencies and Guarantees -         HTML     97K  
                Aircraft, Engine and Other Purchase Commitments                  
                (Details)                                                        
145: R107        Commitments, Contingencies and Guarantees -         HTML     58K  
                Capacity Purchase Agreements (Details)                           
146: R108        Commitments, Contingencies and Guarantees -         HTML    148K  
                Additional Information (Details)                                 
147: R109        Supplemental Cash Flow Information (Details)        HTML     52K  
148: R110        Operating Segments and Related Disclosures          HTML     45K  
                (Details)                                                        
149: R111        Share Based Compensation - Additional Information   HTML     57K  
                (Details)                                                        
150: R112        Share Based Compensation - Restricted Stock Unit    HTML     87K  
                Awards (Details)                                                 
151: R113        Valuation and Qualifying Accounts (Details)         HTML     58K  
152: R114        Quarterly Financial Data - Summarized Financial     HTML     93K  
                Data (Details)                                                   
153: R115        Quarterly Financial Data - Additional Information   HTML     54K  
                (Details)                                                        
154: R116        Transactions with Related Parties - Net             HTML     55K  
                Receivables (Payables) to Related Parties                        
                (Details)                                                        
155: R117        Transactions with Related Parties - Additional      HTML     48K  
                Information (Details)                                            
156: R118        Subsequent Event (Details)                          HTML     97K  
158: XML         IDEA XML File -- Filing Summary                      XML    265K  
38: XML         XBRL Instance -- aal-20201231_htm                    XML   9.94M 
157: EXCEL       IDEA Workbook of Financial Reports                  XLSX    249K  
34: EX-101.CAL  XBRL Calculations -- aal-20201231_cal                XML    437K 
35: EX-101.DEF  XBRL Definitions -- aal-20201231_def                 XML   2.75M 
36: EX-101.LAB  XBRL Labels -- aal-20201231_lab                      XML   3.27M 
37: EX-101.PRE  XBRL Presentations -- aal-20201231_pre               XML   2.79M 
33: EX-101.SCH  XBRL Schema -- aal-20201231                          XSD    378K 
159: JSON        XBRL Instance as JSON Data -- MetaLinks              693±  1.07M  
160: ZIP         XBRL Zipped Folder -- 0000006201-21-000014-xbrl      Zip   1.99M

‘EX-10.54’ — Material Contract

This Exhibit is an HTML Document rendered as filed. [ Alternative Formats ]

<! C: C:

Document

Exhibit 10.54


Certain confidential information contained in this document, marked by brackets, has been omitted because it is both (i) not material and (ii) would be competitively harmful if publicly disclosed.

AMENDMENT NO. 8

to the

A320 Family Aircraft Purchase Agreement

made July 20, 2011

between

AIRBUS S.A.S.

and

AMERICAN AIRLINES, INC.

This Amendment No. 8 to the A320 Family Aircraft Purchase Agreement made July 20, 2011 (as amended, supplemented or otherwise modified, hereinafter referred to as the “Amendment”), entered into as of June 11, 2015, by and between AIRBUS S.A.S., a société par actions simplifiée, created and existing under French law having its registered office at 1 Rond-Point Maurice Bellonte, 31707 Blagnac-Cedex, France and registered with the Toulouse Registre du Commerce under number RCS Toulouse 383 474 814 (the “Seller”), and AMERICAN AIRLINES, INC., a Delaware corporation having its principal office at 4333 Amon Carter Boulevard, Fort Worth, Texas 76155, United States of America (the “Buyer”).

WITNESSETH:

WHEREAS, the Buyer and the Seller entered into an Airbus A320 Family Aircraft Purchase Agreement, made July 20, 2011, which, together with all Exhibits, Appendices and Letter Agreements attached thereto and as amended, modified or supplemented from time to time, is hereinafter called the “Agreement”;

WHEREAS, the Seller and the Buyer desire to defer the Scheduled Delivery Quarter previously specified with respect to certain A321 NEO Aircraft;

WHEREAS, the Seller and the Buyer desire to establish the Scheduled Delivery Quarter for those certain [****]; and

WHEREAS, in connection with the deferral and establishment of Scheduled Delivery Quarters contemplated hereby, the Seller and the Buyer desire to modify provisions contained in Letter Agreement No. 2 to the Agreement [****].

CT1001520_AMD 8_AAL_A320 PA_EXECUTION Page 1

[****] = [CONFIDENTIAL PORTION HAS BEEN OMITTED BECAUSE IT (I) IS NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED]

NOW, THEREFORE, IT IS AGREED AS FOLLOWS:

The capitalized terms used herein and not otherwise defined in this Amendment will have the meanings assigned to them in the Agreement. The terms “herein,” “hereof,” and “hereunder” and words of similar import refer to this Amendment.

1. NEO DEFERRAL AND PURCHASE AIRCRAFT CONVERSION

1.1 The Seller and the Buyer agree to defer the Scheduled Delivery Quarter for each of the following Aircraft as follows:

Aircraft Type

CAC ID

No.

Original Scheduled

Delivery Quarter

Revised Scheduled

Delivery Quarter

[****]

AMD 8_CT1001520_AAL_A320Family_ EXECUTION Page 2

[****] = [CONFIDENTIAL PORTION HAS BEEN OMITTED BECAUSE IT (I) IS NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED]

1.2 The Seller and the Buyer agree to specify the [****], as set forth in Exhibit 2 attached hereto.

1.3 [****].

1.4 The Predelivery Payment of [****] shall be applied to [****].

1.5 Clause 0 of the Agreement is amended to modify the following defined term between QUOTE and UNQUOTE:

QUOTE

[****]

UNQUOTE

2. DELIVERY SCHEDULES

2.1 Schedule I to the Agreement is deleted in its entirety and replaced with the “Schedule I to the Agreement” attached hereto as Exhibit 1, which reflects (i) Scheduled Delivery Months notified by the Seller to the Buyer as of the date of this Amendment and (ii) Scheduled Delivery Months as deferred pursuant to Paragraph 1.1 hereof.

2.2 Schedule III to Letter Agreement No. 4 is deleted in its entirety and replaced with the “Schedule III to Letter Agreement No. 4” attached hereto as Exhibit 2, [****].

3. DELIVERY PERIOD

Clause 11.1 of the Agreement is amended by replacing [****].

4. [****]

Paragraph 2.1.1 of Letter Agreement No. 5 is amended by adding a new Sub-Paragraph 2.1.1(viii) immediately following Sub-Paragraph 2.1.1(vii) as follows:

QUOTE

[****]

UNQUOTE

5. [****]

5.1 Sub-Paragraph 3.1.1(iv) of Letter Agreement No. 5 is amended by replacing [****].

AMD 8_CT1001520_AAL_A320Family_ EXECUTION Page 3

[****] = [CONFIDENTIAL PORTION HAS BEEN OMITTED BECAUSE IT (I) IS NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED]

5.2 [****]

5.3 Paragraph 3.1.3 of Letter Agreement No. 5 to the Agreement is deleted in its entirety and replaced by the following quoted text:

QUOTE

3.1.3 The [****] exercise of [****] will not have an effect on any guarantee set forth in Amended and Restated Letter Agreement No. 11C, Letter Agreement 11C-1, Amended and Restated Letter Agreement 11D, Amended and Restated Letter Agreement No. 11K, Letter Agreement 11K-1 or Amended and Restated Letter Agreement 11L to the Agreement.

UNQUOTE

5.4 Paragraph 3.3 of Letter Agreement No. 5 to the Agreement is deleted in its entirety and replaced by the following quoted text:

QUOTE

3.3 [****]

For each A320 Family NEO Aircraft type and Propulsion System combination set forth on Schedule I hereto, the Seller has provided a mission block fuel guarantee (each, a “Fuel Guarantee”) pursuant to the Letter Agreement set forth opposite such type and Propulsion System combination on Schedule I attached hereto. [****]

No earlier than [****] the Seller will provide the Buyer with the expected mission block fuel for the Fuel Guarantee mission for such type and Propulsion System combination calculated in good faith by the Seller pursuant to its customary industrial practices (each, a “Fuel Burn Forecast”).

Each Fuel Burn Forecast will be compared to the applicable Fuel Guarantee [****] Within [****] after receipt of such request from the Buyer, the Seller will notify the Buyer [****].

The Buyer will have [****] after the Seller notifies the Buyer in writing [****] Any Predelivery Payments held by the Seller for any A320 Family NEO Aircraft [****].

If the Buyer fails to confirm its acceptance in writing as required above, [****] will remain in effect.

AMD 8_CT1001520_AAL_A320Family_ EXECUTION Page 4

[****] = [CONFIDENTIAL PORTION HAS BEEN OMITTED BECAUSE IT (I) IS NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED]

UNQUOTE

5.5 Schedule I to Letter Agreement No. 5 to the Agreement is hereby deleted and replaced with the “Schedule I to Letter Agreement No. 5” attached hereto as Exhibit 3.

6. [****]

Paragraphs 7.3.1 and 7.3.2 of Letter Agreement No. 2 to the Agreement are deleted in their entirety and replaced by the following quoted text:

QUOTE

7.3.1 For each Aircraft that is sold by the Seller and purchased by the Buyer and delivered to the Buyer on or before [****]

(i) [****]

(ii) [****]

(iii) [****]

(iv) [****]

7.3.2 Except for [****], for each Aircraft that is sold by the Seller and purchased by the Buyer and delivered to the Buyer [****]

(i) [****]

(a) [****]

(b) [****]

(d) [****]

(ii) [****]

(a) [****]

(b) [****]

AMD 8_CT1001520_AAL_A320Family_ EXECUTION Page 5

[****] = [CONFIDENTIAL PORTION HAS BEEN OMITTED BECAUSE IT (I) IS NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED]

UNQUOTE

7. REFERENCES

On and after the date of this Amendment:

(i) each reference in Letter Agreement No. 2, Letter Agreement No. 4 and Letter Agreement No. 5 to “this Letter Agreement”, “hereunder”, “hereof” or words of like import referring to Letter Agreement No. 2, Letter Agreement No. 4 or Letter Agreement No. 5, as applicable, shall mean and be a reference to Letter Agreement No. 2, Letter Agreement No. 4 or Letter Agreement No. 5, as applicable, as amended by this Amendment; and

(ii) each reference in the Agreement to “this Agreement”, “hereunder”, “hereof” or words of like import referring to the Agreement shall mean and be a reference to the Agreement as amended by this Amendment.

8. ASSIGNMENT

This Amendment and the rights and obligations of the parties will be subject to the provisions of Clause 21 of the Agreement.

9. CONFIDENTIALITY

The Seller and the Buyer agree not to disclose the terms and conditions of this Amendment to any person without the prior written consent of the other party. Notwithstanding the foregoing, the Seller and the Buyer agree that such terms and conditions may be disclosed without such prior written consent to (i) as required by law or as necessary in connection with the enforcement of such party’s rights hereunder, and (ii) to the board of directors, managers, employees, auditors, and legal, financial and technical advisors of each party.

10. COUNTERPARTS

This Amendment may be executed by the parties hereto in separate counterparts, each of which when so executed and delivered will be an original, but all such counterparts will together constitute but one and the same instrument.

AMD 8_CT1001520_AAL_A320Family_ EXECUTION Page 6

If the foregoing correctly sets forth your understanding, please execute the original and one (1) copy hereof in the space provided below and return a copy to the Seller.



			Very truly yours,

			AIRBUS S.A.S.

			By:			/s/ *Airbus S.A.S.*
			Name:			Airbus S.A.S
			Title:			Senior Vice President Contracts


Accepted and Agreed:
AMERICAN AIRLINES, INC.

By:						/s/ *American Airlines, Inc.*
Name:						American Airlines, Inc.
Title:						Vice President – Fleet Planning

AMD 8_CT1001520_AAL_A320Family_ EXECUTION

EXHIBIT 1 to AMENDMENT NO. 8

SCHEDULE 1 to the Agreement

Aircraft Rank

Type

Scheduled Delivery
Month/Year
or
Scheduled Delivery
Quarter/Year

CAC ID No.

[****]

AMD 8_CT1001520_AAL_A320Family_ EXECUTION

[****] = [CONFIDENTIAL PORTION HAS BEEN OMITTED BECAUSE IT (I) IS NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED]

Aircraft Rank

Type

Scheduled Delivery
Month/Year
or
Scheduled Delivery
Quarter/Year

CAC ID No.

[****]

AMD 8_CT1001520_AAL_A320Family_ EXECUTION

[****] = [CONFIDENTIAL PORTION HAS BEEN OMITTED BECAUSE IT (I) IS NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED]

Aircraft Rank

Type

Scheduled Delivery
Month/Year
or
Scheduled Delivery
Quarter/Year

CAC ID No.

[****]

100

[****]

101

[****]

102

[****]

103

[****]

104

[****]

AMD 8_CT1001520_AAL_A320Family_ EXECUTION

[****] = [CONFIDENTIAL PORTION HAS BEEN OMITTED BECAUSE IT (I) IS NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED]

Aircraft Rank

Type

Scheduled Delivery
Month/Year
or
Scheduled Delivery
Quarter/Year

CAC ID No.

105

[****]

106

[****]

107

[****]

108

[****]

109

[****]

110

[****]

111

[****]

112

[****]

113

[****]

114

[****]

115

[****]

116

[****]

117

[****]

118

[****]

119

[****]

120

[****]

121

[****]

122

[****]

123

[****]

124

[****]

125

[****]

126

[****]

127

[****]

128

[****]

129

[****]

130

[****]

131

[****]

132

[****]

133

[****]

134

[****]

135

[****]

136

[****]

137

[****]

138

[****]

139

[****]

AMD 8_CT1001520_AAL_A320Family_ EXECUTION

[****] = [CONFIDENTIAL PORTION HAS BEEN OMITTED BECAUSE IT (I) IS NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED]

Aircraft Rank

Type

Scheduled Delivery
Month/Year
or
Scheduled Delivery
Quarter/Year

CAC ID No.

140

[****]

141

[****]

142

[****]

143

[****]

144

[****]

145

[****]

146

[****]

147

[****]

148

[****]

149

[****]

150

[****]

151

[****]

152

[****]

153

[****]

154

[****]

155

[****]

156

[****]

157

[****]

158

[****]

159

[****]

160

[****]

161

[****]

162

[****]

163

[****]

164

[****]

165

[****]

166

[****]

167

[****]

168

[****]

169

[****]

170

[****]

171

[****]

172

[****]

173

[****]

174

[****]

AMD 8_CT1001520_AAL_A320Family_ EXECUTION

[****] = [CONFIDENTIAL PORTION HAS BEEN OMITTED BECAUSE IT (I) IS NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED]

Aircraft Rank

Type

Scheduled Delivery
Month/Year
or
Scheduled Delivery
Quarter/Year

CAC ID No.

175

[****]

176

[****]

177

[****]

178

[****]

179

[****]

180

[****]

181

[****]

182

[****]

183

[****]

184

[****]

185

[****]

186

[****]

187

[****]

188

[****]

189

[****]

190

[****]

191

[****]

192

[****]

193

[****]

194

[****]

195

[****]

196

[****]

197

[****]

198

[****]

199

[****]

200

[****]

201

[****]

202

[****]

203

[****]

204

[****]

205

[****]

206

[****]

207

[****]

208

[****]

209

[****]

AMD 8_CT1001520_AAL_A320Family_ EXECUTION

[****] = [CONFIDENTIAL PORTION HAS BEEN OMITTED BECAUSE IT (I) IS NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED]

Aircraft Rank

Type

Scheduled Delivery
Month/Year
or
Scheduled Delivery
Quarter/Year

CAC ID No.

210

[****]

211

[****]

212

[****]

213

[****]

214

[****]

215

[****]

216

[****]

217

[****]

218

[****]

219

[****]

220

[****]

221

[****]

222

[****]

223

[****]

224

[****]

225

[****]

226

[****]

227

[****]

228

[****]

229

[****]

230

[****]

AMD 8_CT1001520_AAL_A320Family_ EXECUTION

[****] = [CONFIDENTIAL PORTION HAS BEEN OMITTED BECAUSE IT (I) IS NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED]

EXHIBIT 2 to AMENDMENT NO. 8

SCHEDULE III to Letter Agreement No. 4

[****] OPTION AIRCRAFT DELIVERY SCHEDULE

Batch consisting of

[****] Option

Aircraft bearing rank

Scheduled Delivery

Quarter

[****] Option Exercise Notice Date

[****]

AMD 8_CT1001520_AAL_A320Family_ EXECUTION

[****] = [CONFIDENTIAL PORTION HAS BEEN OMITTED BECAUSE IT (I) IS NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED]

EXHIBIT 3 to AMENDMENT NO. 8

SCHEDULE I to Letter Agreement No. 5

A320 Family NEO Aircraft Type and Propulsion

System combination

Fuel Guarantee

A319 NEO Aircraft with PW1124G-JM engines

As set forth in Paragraph 3.3 of Amended and Restated Letter Agreement No. 11C to the Agreement

A319 NEO Aircraft with PW1124G-JM with PIP/edge engine performance improvement package

As set forth in Paragraph 3.3 of Letter Agreement No. 11C-1 to the Agreement

A319 NEO Aircraft with LEAP-1A24 engines

As set forth in Paragraph 3.3 of Amended and Restated Letter Agreement No. 11D to the Agreement

A320 NEO Aircraft with PW1127G-JM engines

Reserved

A320 NEO Aircraft with LEAP-1A26 engines

Reserved

A321 NEO Aircraft with PW1133G-JM engines

As set forth in Paragraph 3.4 of Amended and Restated Letter Agreement No. 11K to the Agreement

A321 NEO Aircraft with PW1133G-JM engines with PIP/edge engine performance improvement package

As set forth in Paragraph 3.4 of Letter Agreement No. 11K-1 to the Agreement

AMD 8_CT1001520_AAL_A320Family_ EXECUTION

Dates Referenced Herein and Documents Incorporated by Reference

This ‘10-K’ Filing	Date	Other Filings

Filed on:	2/17/21
For Period end:	12/31/20
	6/11/15	8-K
	7/20/11	10-Q, 8-K
		List all Filings

9 Subsequent Filings that Reference this Filing

  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
10/29/21  American Airlines, Inc.           424B5                  1:9.3M                                   Donnelley … Solutions/FA
10/27/21  American Airlines, Inc.           424B5                  1:9.3M                                   Donnelley … Solutions/FA
10/27/21  American Airlines, Inc.           424B5                  1:8.6M                                   Donnelley … Solutions/FA
10/25/21  American Airlines, Inc.           424B5                  1:8.4M                                   Donnelley … Solutions/FA
 4/22/21  American Airlines Group Inc.      10-Q        3/31/21   77:15M
 3/26/21  American Airlines Group Inc.      424B7                  1:386K

63 Previous Filings that this Filing References

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

10/22/20  American Airlines Group Inc.      10-Q        9/30/20   83:21M
 7/23/20  American Airlines Group Inc.      10-Q        6/30/20   73:13M
 7/02/20  American Airlines Group Inc.      8-K:1,2,7,9 6/30/20   14:1.1M                                   Donnelley … Solutions/FA
 6/25/20  American Airlines Group Inc.      8-K:1,9     6/22/20   18:1.9M                                   Donnelley … Solutions/FA
 4/30/20  American Airlines Group Inc.      10-Q        3/31/20   81:14M
 2/26/20  American Airlines Group Inc.      8-K:2,9     2/25/20   13:926K                                   Donnelley … Solutions/FA
 2/19/20  American Airlines Group Inc.      10-K       12/31/19  135:29M
10/24/19  American Airlines Group Inc.      10-Q        9/30/19   77:12M
 8/15/19  American Airlines, Inc.           8-K:1,2,9   8/15/19   25:6.6M                                   Donnelley … Solutions/FA
 7/25/19  American Airlines Group Inc.      10-Q        6/30/19   77:13M
 5/21/19  American Airlines Group Inc.      8-K:1,2,9   5/20/19    2:602K                                   Donnelley … Solutions/FA
 4/26/19  American Airlines Group Inc.      10-Q        3/31/19   75:8.1M
 2/25/19  American Airlines Group Inc.      10-K       12/31/18  137:29M
10/25/18  American Airlines Group Inc.      10-Q        9/30/18   82:13M
 7/26/18  American Airlines Group Inc.      10-Q        6/30/18   82:15M
 6/13/18  American Airlines Group Inc.      8-K:5,9     6/13/18    3:235K                                   Donnelley … Solutions/FA
 5/16/18  American Airlines, Inc.           8-K:1,2,9   5/15/18    6:1.2M                                   Donnelley … Solutions/FA
 4/26/18  American Airlines Group Inc.      10-Q        3/31/18   76:9.1M
 2/21/18  American Airlines Group Inc.      10-K       12/31/17  136:27M
10/06/17  American Airlines, Inc.           8-K:1,2,9  10/05/17    8:4M                                     Donnelley … Solutions/FA
10/05/17  American Airlines, Inc.           8-K:1,2,9  10/04/17    6:2M                                     Donnelley … Solutions/FA
 8/14/17  American Airlines, Inc.           8-K:1,2,9   8/14/17   12:4.2M                                   Donnelley … Solutions/FA
 7/28/17  American Airlines Group Inc.      10-Q        6/30/17   76:6.6M                                   Donnelley … Solutions/FA
 5/01/17  American Airlines Group Inc.      8-K:5,9     4/25/17    2:35K                                    Donnelley … Solutions/FA
 4/27/17  American Airlines Group Inc.      10-Q        3/31/17   76:5.7M                                   Donnelley … Solutions/FA
 2/22/17  American Airlines Group Inc.      S-3ASR      2/22/17    8:1.3M                                   Donnelley … Solutions/FA
 2/22/17  American Airlines Group Inc.      10-K       12/31/16  145:24M                                    Donnelley … Solutions/FA
 1/17/17  American Airlines, Inc.           8-K:1,2,9   1/13/17   16:4.9M                                   Donnelley … Solutions/FA
10/20/16  American Airlines, Inc.           10-Q        9/30/16   75:7M                                     Donnelley … Solutions/FA
10/04/16  American Airlines, Inc.           8-K:1,2,9  10/03/16   12:3.6M                                   Donnelley … Solutions/FA
 7/22/16  American Airlines Group Inc.      10-Q        6/30/16   73:7.8M                                   Donnelley … Solutions/FA
 7/12/16  American Airlines, Inc.           8-K:1,2,9   7/08/16    7:3.3M                                   Donnelley … Solutions/FA
 5/17/16  American Airlines, Inc.           8-K:1,2,9   5/16/16   12:3.3M                                   Donnelley … Solutions/FA
 4/29/16  American Airlines Group Inc.      8-K:5,9     4/28/16    2:38K                                    Donnelley … Solutions/FA
 4/22/16  American Airlines Group Inc.      10-Q        3/31/16   68:4.6M                                   Donnelley … Solutions/FA
 2/24/16  American Airlines Group Inc.      10-K       12/31/15  173:25M                                    Donnelley … Solutions/FA
 1/21/16  American Airlines, Inc.           8-K:1,2,9   1/19/16   10:2.8M                                   Donnelley … Solutions/FA
12/31/15  American Airlines Group Inc.      8-K:1,2,3,512/28/15    8:184K                                   Donnelley … Solutions/FA
 9/24/15  American Airlines, Inc.           8-K:1,2,9   9/24/15   10:2.7M                                   Donnelley … Solutions/FA
 7/24/15  American Airlines Group Inc.      10-Q        6/30/15   88:14M                                    Donnelley … Solutions/FA
 4/24/15  American Airlines Group Inc.      10-Q        3/31/15   85:12M                                    Donnelley … Solutions/FA
 3/16/15  American Airlines, Inc.           8-K:1,2,9   3/16/15   14:3.3M                                   Donnelley … Solutions/FA
 9/17/14  American Airlines, Inc.           8-K:1,2,9   9/16/14   15:3.5M                                   Donnelley … Solutions/FA
 7/24/14  American Airlines, Inc.           10-Q        6/30/14   90:25M                                    American Airlines Gp Inc
 4/24/14  American Airlines Group Inc.      10-Q        3/31/14   89:20M
 2/28/14  American Airlines Group Inc.      10-K       12/31/13  155:45M
12/09/13  American Airlines Group Inc.      8-K:1,2,3,512/09/13   14:711K                                   Donnelley … Solutions/FA
12/04/13  American Airlines Group Inc.      S-8        12/04/13    4:349K                                   Donnelley … Solutions/FA
10/23/13  American Airlines Group Inc.      8-K:1,9    10/21/13    2:2M                                     Donnelley … Solutions/FA
 7/18/13  American Airlines Group Inc.      10-Q        6/30/13  121:16M
 6/06/13  US Airways Group Inc.             8-K:1,2,9   6/06/13   14:1.5M                                   Donnelley … Solutions/FA
 4/25/13  US Airways Group Inc.             8-K:1,2,9   4/24/13   17:3.5M                                   Donnelley … Solutions/FA
 4/18/13  American Airlines Group Inc.      10-Q        3/31/13   75:14M
12/13/12  US Airways Group Inc.             8-K:1,2,9  12/13/12   15:2.7M                                   Donnelley … Solutions/FA
 5/16/12  US Airways Group Inc.             8-K:1,2,9   5/14/12   22:4.3M                                   Donnelley … Solutions/FA
 7/01/11  US Airways Group Inc.             S-8         7/01/11    9:388K                                   Donnelley … Solutions/FA
 7/01/11  US Airways Group Inc.             8-K:1,2,9   6/28/11   22:2.9M                                   Donnelley … Solutions/FA
12/23/10  US Airways Group Inc.             8-K:1,2,9  12/21/10   18:2.7M                                   Donnelley … Solutions/FA
 7/21/10  American Airlines Group Inc.      10-Q        6/30/10   30:2M                                     Donnelley … Solutions/FA
 2/19/09  American Airlines Group Inc.      10-K       12/31/08   70:5.6M
 2/19/09  American Airlines, Inc.           10-K       12/31/08   48:4.6M
 2/21/08  US Airways Group Inc.             10-K       12/31/07   19:8.6M                                   Bowne - BPX/FA
11/29/07  US Airways Group Inc.             8-K:5,9    11/28/07    5:409K                                   Bowne - BPX/FA

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Filing Submission 0000006201-21-000014 – Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

American Airlines Group Inc., et al. – ‘10-K’ for 12/31/20 – ‘EX-10.54’

On: Wednesday, 2/17/21, at 5:17pm ET · For: 12/31/20 · Accession #: 6201-21-14 · File #s: 1-02691, 1-08400

Annual Report — Form 10-KFiling Table of Contents

‘EX-10.54’ — Material Contract

This Exhibit is an HTML Document rendered as filed. [ Alternative Formats ]

Dates Referenced Herein and Documents Incorporated by Reference

9 Subsequent Filings that Reference this Filing

63 Previous Filings that this Filing References

Annual Report — Form 10-K
Filing Table of Contents