Issuer Free Writing Prospectus
Filed Pursuant to Rule 433(d)
Registration No. 333-194685-01
May 2, 2016
American Airlines, Inc.
$828,644,000
2016-2 Pass Through Trusts
Pass Through Certificates, Series 2016-2AA
and
Pass Through Certificates, Series 2016-2A
Pricing Term Sheet, dated May 2, 2016 to the preliminary prospectus supplement dated May 2, 2016 (as supplemented, the “Preliminary Prospectus Supplement”) of American Airlines, Inc. (“American”).
The information herein supplements the Preliminary Prospectus Supplement and supersedes the information in the Preliminary Prospectus Supplement to the extent inconsistent with the information in the Preliminary Prospectus Supplement.
Unless otherwise indicated, terms used but not defined herein have the meanings assigned to such terms in the Preliminary Prospectus Supplement.
| Securities: | Class AA Pass Through Certificates, Series 2016-2AA (“Class AA Certificates”) |
Class A Pass Through Certificates, Series 2016-2A (“Class A Certificates”) | ||
| Amount: | $567,360,000 | $261,284,000 | ||
| Price to Public: | 100% | 100% | ||
| CUSIP: | 023765 AA8 | 023764 AA1 | ||
| ISIN: | US023765AA88 | US023764AA14 | ||
| Coupon/Stated Interest Rate: | 3.20% | 3.65% | ||
| Make-Whole Spread Over Treasuries: | 0.20% | 0.30% | ||
| Available Amount under the Liquidity Facilities at December 15, 2016 1: | $27,233,280 | $14,305,299 | ||
| Initial “Maximum Commitment” under the Liquidity Facilities: | $28,695,808 | $15,073,547 | ||
| Underwriters’ Purchase Commitments: | ||||
| Credit Suisse Securities (USA) LLC Deutsche Bank Securities Inc. Citigroup Global Markets Inc. Goldman, Sachs & Co. Morgan Stanley & Co. LLC Merrill Lynch, Pierce, Fenner & Smith Incorporated Barclays Capital Inc. J.P. Morgan Securities LLC BNP Paribas Securities Corp. Credit Agricole Securities (USA) Inc. U.S. Bancorp Investments, Inc. |
$89,643,000 $89,643,000 $89,643,000 $89,643,000 $89,643,000
$28,368,000 $28,368,000 $28,368,000 $14,184,000 $14,184,000 $5,673,000 |
$41,283,000 $41,283,000 $41,283,000 $41,283,000 $41,283,000
$13,064,000 $13,064,000 $13,064,000 $6,532,000 $6,532,000 $2,613,000 | ||
| Underwriting Commission: | $8,700,762 | |||
| Concession to Selling Group Members: | 0.50% | 0.50% | ||
| Discount to Brokers/Dealers: | 0.25% | 0.25% | ||
| Settlement: | May 16, 2016 (T+10), the tenth business day after the date hereof | |||
| 1 | The first Regular Distribution Date to occur after all Aircraft are expected to have been financed pursuant to this offering. |
In addition to the documents listed under the heading “Where You Can Find More Information” as being incorporated by reference into the Preliminary Prospectus Supplement, American’s Current Report on Form 8-K filed with the SEC on May 2, 2016 is hereby incorporated by reference into the Preliminary Prospectus Supplement.
The issuer has filed a registration statement (including a prospectus) and a related prospectus supplement with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement, the prospectus supplement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus and prospectus supplement if you request them by calling Credit Suisse Securities (USA) LLC or Deutsche Bank Securities Inc. toll-free at 1-800-221-1037 or 1-800-503-4611, respectively.