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| Entity Registrant Name | AMERICAN AIRLINES INC |
| CIK | 0000004515 |
| Accession number | 0001193125-13-155505 |
| Link to XBRL instance | http://www.sec.gov/Archives/edgar/data/4515/000119312513155505/ck0000004515-20121231.xml |
| Fiscal year end | --12-31 |
| Fiscal year focus | 2012 |
| Fiscal period focus | FY |
| Current balance sheet date | 2012-12-31 |
| Current year-to-date income statement start date | 2012-01-01 |
| Commentary | Thereafter maturities are not provided and maturity details do not tie to total. |
| Level 1 (Note level) Text Block concept | us-gaap:DebtDisclosureTextBlock |
7.
Indebtedness
Long-term debt
classified as not subject to compromise consisted of (in
millions):
The financings
listed in the table above are considered not subject to compromise.
For information regarding the liabilities subject to compromise,
see Note 1 and Note 8 to the consolidated financial
statements.
The
Company’s future long-term debt and operating lease payments
have changed as its ordered aircraft are delivered and such
deliveries have been financed. As of
December 31, 2012, maturities of long-term
debt (including sinking fund requirements) for the next five years
are:
Principal Not
Subject to Compromise and Subject to Compromise includes payments
not made due to the Chapter 11 Cases of $1
million and
$50 million respectively.
As of
December 31, 2012, AMR had issued guarantees
covering approximately $1.5
billion of American’s
tax-exempt bond debt (and interest thereon) and
$4.2
billion of American’s secured
debt (and interest thereon). American had issued guarantees
covering approximately $842
million of AMR’s unsecured
debt (and interest thereon). AMR also guarantees
$6.3
million of American’s leases
of certain Super ATR aircraft and certain Embraer RJ-135 aircraft,
which are subleased to AMR Eagle.
During 2012,
the Company entered into a series of agreements with the lender
with respect to its
216 Embraer RJ aircraft and
certain other interested parties pursuant to which the Company (i)
surrendered
18 Embraer RJ 135 aircraft on
June 21, 2012, (ii) subject to certain conditions (including
reaching agreement on definitive documentation), will restructure
the mortgage debt encumbering
59 Embraer 140 aircraft
and
68 Embraer 145 aircraft and
(iii) transferred and leased back its remaining
21 Embraer RJ 135 aircraft.
The debt encumbering
50 Embraer 145 aircraft will
not be reduced. The Company's entry into these transactions was
approved by the Bankruptcy Court on November 8, 2012. The
modifications to the financing arrangement for the Embraer RJ-140,
RJ-145, and RJ-135 aircraft meet the definition of troubled debt
restructurings per ASC 470-60 "Troubled Debt Restructurings by
Debtors", and resulted in a gain of approximately
$380 million, or
$1.13 gain per share, offset by
estimated claims filed by the creditor of approximately
$592
million and a loss on the asset
transfer of approximately
$64 million. The estimated net
loss of $276
million is included as a component
of reorganization items, net.
On
January 25, 2011, American closed on
a
$657 million offering of Class A
and Class B Pass Through Trust Certificates, Series 2011-1 (the
2011-1 Certificates). Interest of
5.25% and
7.00% per annum on the
issued and outstanding Series A equipment notes and Series B
equipment notes, respectively, will be payable semiannually on
January 31 and July 31 of each year,
commencing
on
July 31, 2011, and principal on such equipment notes is
scheduled for payment on January 31 and July 31 of
certain years, commencing on July 31, 2011. The payment
obligations of American under the equipment notes are fully and
unconditionally guaranteed by AMR. All proceeds from the sale of
the Series 2011-1 Certificates have been received by
American.
In
March 2011, American issued
$1.0 billion aggregate principal amount
of senior secured notes due 2016 (the Senior Secured Notes)
guaranteed by the Company. The Senior Secured Notes bear interest
at a rate of
7.50% per annum, payable
semi-annually on March 15 and September 15 of each year,
beginning September 15, 2011. As is customary for financings
of this nature, the indebtedness evidenced by the Senior Secured
Notes may be accelerated upon the occurrence of events of default
under the related indenture. The Senior Secured Notes are senior
secured obligations of American and are unconditionally guaranteed
on an unsecured basis by the Company. Subject to certain
limitations and exceptions, the Senior Secured Notes are secured by
certain route authorities, airport landing and takeoff slots, and
rights to use or occupy space in airport terminals, in each case
that American uses to operate non-stop services between certain
airports in the United States and London’s Heathrow Airport,
and between certain airports in the United States and certain
airports in Japan and China.
American, at
its option, may redeem some or all of the Senior Secured Notes at
any time on or after March 15, 2013, at specified redemption
prices, plus accrued and unpaid interest, if any. In addition, at
any time prior to March 15, 2013, American, at its option, may
redeem some or all of the Senior Secured Notes at a redemption
price equal to
100% of
their principal amount plus a “make-whole” premium and
accrued and unpaid interest, if any. In addition, at any time prior
to March 15, 2014, American, at its option, may redeem
(1) up to
35% of
the aggregate principal amount of the Senior Secured Notes with the
proceeds of certain equity offerings at a redemption price
of
107.5% of their principal amount,
plus accrued and unpaid interest, if any, and (2) during any
12-month period, up to
10% of
the original aggregate principal amount of the Senior Secured Notes
at a redemption price of
103% of
their principal amount, plus accrued and unpaid interest, if any.
If American sells certain assets or if a “change of
control” (as defined in the indenture) occurs, American must
offer to repurchase the Senior Secured Notes at prices specified in
the indenture.
The indenture
for the Senior Secured Notes includes covenants that, among other
things, limit the ability of the Company and its subsidiaries to
merge, consolidate, sell assets, incur additional indebtedness,
issue preferred stock, make investments and pay
dividends.
On
October 4, 2011, American closed on
a
$726 million offering of Class A
Pass Through Trust Certificates, Series 2011-2 (the 2011-2
Certificates). Interest of
8.625% per annum on the
issued and outstanding 2011-2 Certificates will be payable
semiannually on April 15 and October 15 of each year,
commencing on April 15, 2012, and principal on such equipment
notes is scheduled for payment on April 15 and October 15
of certain years, commencing on April 15, 2012. The payment
obligations of American under the equipment notes are fully and
unconditionally guaranteed by AMR. All proceeds from the sale of
the Series 2011-2 Certificates have been received by
American.
In
2009,
American entered into an arrangement under which Citibank paid to
American
$1 billion in order to pre-purchase
AAdvantage Miles (the Advance Purchase Miles) under
American’s AAdvantage frequent flier loyalty program (the
Advance Purchase). Approximately
$890 million of the Advance Purchase
proceeds was accounted for as a loan from Citibank with the
remaining
$110 million recorded as Deferred
Revenue in Other liabilities and deferred credits.
To effect the
Advance Purchase, American and Citibank entered into an Amended and
Restated AAdvantage Participation (as so amended and restated, the
Amended Participation Agreement). Under the Amended Participation
Agreement, American agreed that it would apply in equal monthly
installments, over a five year period beginning on January 1,
2012, the Advance Purchase Miles to Citibank cardholders’
AAdvantage accounts.
Pursuant to the
Advance Purchase, Citibank has been granted a first-priority lien
on certain of American’s AAdvantage program assets, and a
second lien on the collateral that secures the Senior Secured
Notes. Commencing on December 31, 2011, American has the right
to repurchase, without premium or penalty, any or all of the
Advance Purchase Miles that have not then been posted to Citibank
cardholders’ accounts. American is also obligated, in certain
circumstances (including certain specified termination events under
the Amended Participation Agreement, certain cross defaults and
cross acceleration events, and if any Advance Purchase Miles remain
at the end of the term) to repurchase for cash all of the Advance
Purchase Miles that have not then been used by
Citibank.
The Amended
Participation Agreement includes provisions that grant Citibank the
right to use Advance Purchase Miles on an accelerated basis under
specified circumstances. American also has the right under certain
circumstances to release, or substitute other comparable collateral
for, the Heathrow and Narita route and slot related
collateral.
Certain of the
American’s debt financing agreements contain loan to value
ratio covenants and require American to periodically appraise the
collateral. Pursuant to such agreements, if the loan to value ratio
exceeds a specified threshold, American is required, as applicable,
to subject additional qualifying collateral (which in some cases
may include cash collateral), or pay down such financing, in whole
or in part, with premium (if any), or pay additional interest on
the related indebtedness, as described below.
Specifically,
American is required to meet certain collateral coverage tests on a
periodic basis on two financing transactions: (1) 10.5% $450
million Senior Secured Notes due 2012, (the 10.5% Notes) and
(2) Senior Secured Notes, as described below:
At
December 31, 2012, the Company was in
compliance with the most recently completed collateral coverage
tests for the Senior Secured Notes. As of
December 31, 2012, American had
$41 million of cash collateral posted
with respect to the 10.5% Notes but was not in compliance with the
most recently completed collateral coverage test for that
transaction. The Company has not remedied its non-compliance with
that test due to the ongoing Chapter 11 Cases. On October 1, 2012,
the indebtedness underlying the 2005 Spare Engine EETC with respect
to which American was required to comply with a collateral coverage
test was paid in full, so American is no longer required to comply
with a collateral coverage test for that transaction.
Cash payments
for interest, net of capitalized interest, were
$498 million,
$628 million and
$627 million for 2012, 2011 and 2010,
respectively.
Almost all of
the Company’s aircraft assets (including aircraft and
aircraft-related assets eligible for the benefits of
section 1110 of the Bankruptcy Code) are encumbered, and the
Company has a very limited quantity of assets which could be used
as collateral in financing.
The Chapter 11
Cases triggered defaults on substantially all debt and lease
obligations of the Debtors. However, under section 362 of the
Bankruptcy Code, the commencement of a Chapter 11 case
automatically stays most creditor actions against the
Debtors’ estates.
The Debtors
cannot predict the impact, if any, that the Chapter 11 Cases might
have on these obligations. For further information
regarding the
Chapter 11 Cases, see Note 1 to the consolidated financial
statements.
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| Level 4 (Note level) Text Block concept - Maturities of Long Term Debt | us-gaap:ScheduleOfMaturitiesOfLongTermDebtTableTextBlock |
As of
December 31, 2012, maturities of long-term
debt (including sinking fund requirements) for the next five years
are:
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| Level 4 (Note level) Text Block concept - Debt Instruments | us-gaap:ScheduleOfDebtInstrumentsTextBlock |
The carrying
value and estimated fair values of the Company’s long-term
debt, including current maturities, not classified as subject to
compromise, were (in millions):
The carrying
value and estimated fair value of the Company’s long-term
debt, including current maturities, classified as subject to
compromise, were (in millions):
All of the
Company’s long term debt classified as subject to compromise
is classified as Level 2.
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Level 4 Details Key Concepts: Long-term Debt Maturities
| Description | Fact value | US GAAP XBRL Concept |
|---|---|---|
| Year 1 (Current portion) | 1,481,000,000 | us-gaap:LongTermDebtMaturitiesRepaymentsOfPrincipalInNextTwelveMonths |
| Year 2 | 1,009,000,000 | us-gaap:LongTermDebtMaturitiesRepaymentsOfPrincipalInYearTwo |
| Year 3 | 764,000,000 | us-gaap:LongTermDebtMaturitiesRepaymentsOfPrincipalInYearThree |
| Year 4 | 1,756,000,000 | us-gaap:LongTermDebtMaturitiesRepaymentsOfPrincipalInYearFour |
| Year 5 | 534,000,000 | us-gaap:LongTermDebtMaturitiesRepaymentsOfPrincipalInYearFive |
| Thereafter | 0 | |
| Total Long-term Debt | 8,150,000,000 | us-gaap:LongTermDebt |
| CHECK | 2,606,000,000 |
(Classified balance sheet) Deferred tax assets (liabilities), net components current/noncurrent asset/liability
| Description | Fact value | US GAAP XBRL Concept |
|---|---|---|
| Current portion | 1,388,000,000 | us-gaap:LongTermDebtCurrent |
| Noncurrent portion | 6,762,000,000 | us-gaap:LongTermDebtNoncurrent |
| Total Long-Term Debt | 8,150,000,000 | us-gaap:LongTermDebt |
| CHECK | 0 |
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