FAQs

Please note that these FAQs are for general information only, and to the extent that there is any conflict between this document and the company’s SEC filings, the company’s confirmed Chapter 11 Plan and Confirmation Order, or the form S-4 filed by AMR Corporation in connection with the merger with US Airways Group, Inc., the terms of such documents shall govern.

Investors are hereby notified that: (a) any discussion of U.S. federal tax issues contained or referred to in these FAQs is not intended or written to be used, and cannot be used, by investors for the purpose of avoiding penalties that may be imposed on them under the U.S. Internal Revenue Code; (b) such discussion is written in connection with the marketing by the debtors of the transactions or matters addressed herein and is for general information purposes only; and (c) investors should seek advice based on their particular circumstances from an independent tax advisor with respect any U.S. federal, state, local or foreign tax issues.

The responses to FAQs are subject to change from time to time, without prior notice.


1.How long has American Airlines Group common stock been publicly traded?
 

Since December 9, 2013.


2.On which stock exchange is American Airlines Group common stock listed?
 

The NASDAQ Global Select Market under the ticker symbol “AAL”.


3.When is American Airlines Group’s fiscal year?
 

January 1 - December 31.


4.How can I invest in AAL common stock?
 

Any broker can arrange for the purchase of AAL common stock. The company does not have a direct stock purchase plan.


5.How do I transfer shares or change my contact info on my shareholder account?
 For shares held in a brokerage account, please contact your broker/dealer to make these changes. For physically held stock certificates, please contact our transfer agent:

American Stock Transfer & Trust Company, LLC
6201 15th Avenue
Brooklyn, New York 11219
Phone: (877) 390-3077
E-mail: info@amstock.com
Website: www.amstock.com

6.Does AAL pay a dividend?
 

On July 22, 2016, AAL declared a dividend of $0.10 per share for shareholders of record as of August 5, 2016. To be paid on August 19, 2016.


7.Who is American Airlines Group’s Independent Public Accountant?
 

KPMG, LLP.


8.What is the CUSIP number for American Airlines Group common stock?
 

Ticker: AAL
CUSIP Number: 02376R 102
ISIN Number: US02376R1023
ISSUE Description: COM
Stock Market: NASDAQ


9.What happened to the AALCP mandatorily convertible preferred shares?
 

Per the Plan, on April 9, 2014, all remaining shares of AALCP were mandatorily converted into AAL common stock. The AALCP security is no longer outstanding or trading.


10.What happened to my shares of common stock of US Airways Group, Inc. (NYSE: LCC)?
 

US Airways Group common stock (NYSE: LCC) ceased to trade on the NYSE at the close of business on December 6, 2013. On the effective date, December 9, 2013, each share outstanding was converted into the right to receive one share of common stock of AAL. All other outstanding US Airways Group equity instruments (including 7.25% senior convertible notes, and employee options, SARs and RSUs) remained outstanding but became convertible or exercisable (as the case may be) for one share of AAL common stock for each share of US Airways Group common stock issuable under those instruments.


11.What happened to my shares of common stock of AMR Corporation (OTC: AAMRQ)?
 

On the effective date, December 9, 2013, all AMR equity instruments, including shares of AMR Corporation common stock (OTC: AAMRQ), were canceled. Under the Plan of Reorganization (the Plan), holders of AMR Corporation common stock were entitled to receive initially a pro rata distribution of a number of shares of AAL common stock, representing 3.5% of the total number of shares of AAL common stock on the Effective Date, on an as-converted basis. In addition, holders of AMR common stock received additional distributions based on certain factors set out in the Plan, including the allowed amounts of claims and the trading price of AAL common stock. Holders of AAMRQ may receive additional distributions based upon the resolution of disputed claims in the bankruptcy case; however, due to the uncertainty regarding the outcome and timing of the disputed claims, there is no guarantee of additional distributions.


12.As a previous holder of AAMRQ stock, how many shares of AAL am I entitled to receive? Will I receive any more?
 

During the first 120 days after the Effective Date, holders of AAMRQ stock received in aggregate of approximately 0.744 shares of AAL per share of AAMRQ. Holders of AAMRQ may receive additional distributions based upon the resolution of disputed claims in the bankruptcy case; however, due to the uncertainty regarding the outcome and timing of the disputed claims, there is no guarantee of additional distributions.


13.What happened to my unsecured bonds issued by AMR or American Airlines, Inc. and how many shares of AAL am I entitled to receive?
 

On the effective date, unsecured bonds issued by AMR Corporation and American Airlines, Inc. were canceled. Holders of bonds listed on the Schedules to the Plan were entitled to receive a distribution. Please view the Plan at www.amrcaseinfo.com to determine on which schedule your bond resides.

  • If your bond is listed on Schedule 1, your bond Claim is in AMR Class 3 (Double Dip General Unsecured Claim);
  • If your bond is listed on Schedule 2, your bond Claim is in American Class 4 (Double Dip General Unsecured Claim); and
  • If your bond is listed on Schedule 3, your bond Claim is in American Class 5 (Single Dip General Unsecured Claim).

Holders of Allowed Claims relating to bonds listed on Schedules 1 and 2 of the Plan received a distribution in the form of “New Mandatorily Convertible Preferred Stock” in an amount approximately equal to such holders’ Allowed Claim(s) plus interest (including post-petition interest at the non-default rate and interest on overdue interest).

Holders of Allowed Claims relating to bonds set forth on Schedule 3 of the Plan received (i) a distribution in the form of New Mandatorily Convertible Preferred Stock and (ii) a potential additional distribution in the form of New Common Stock, “AAL,” of the merged company.


14.What do I need to do in order to receive my equity distribution?
 

For shares held in a brokerage account, please contact your broker/dealer. For physically held stock certificates, please contact our transfer agent:



American Stock Transfer & Trust Company, LLC
6201 15th Avenue
Brooklyn, New York 11219
Phone: (877) 390-3077
E-mail: info@amstock.com
Website: www.amstock.com


15.How do I treat the conversion of US Airways (LCC) or AMR Corporation (AAMRQ) stock into American Airlines Group (AAL) stock for U.S. federal income tax purposes?
 

The U.S. federal income tax consequences of the merger to holders of US Airways stock are disclosed in the Form S-4 filed by AMR Corporation with the SEC in connection with the merger, and the U.S. federal income tax consequences of the confirmed chapter 11 plan to holders of AMR Corporation stock are disclosed in the Disclosure Statement dated June 5, 2013. To briefly summarize the disclosures therein, holders of US Airways stock or AMR Corporation stock generally will not recognize gain or loss for U.S. federal income tax purposes as a result of the exchange of such stock for American Airlines Group stock in the merger or pursuant to the chapter 11 plan, respectively, although (as discussed in Q&A 19 below) holders of AMR Corporation stock may have imputed interest income with respect to a portion of any American Airlines Group stock subsequently received by holders of AMR Corporation stock from the Disputed Claims Reserve. All holders are urged to consult their tax advisors.



See Q&A 20, with respect to an AMR Corporation stockholder’s tax basis and holding period in any American Airlines Group stock received in respect of its AMR Corporation stock pursuant to the chapter 11 plan (including additional post-effective date stock distributions).

To view IRS Forms 8937 for American Airlines Group, click here


16.I am a holder of US Airways bonds, what happened to these notes?
 

US Airways bonds and any guaranty relating to these bonds were not affected by the Plan and remain obligations of the appropriate US Airways entity. In certain instances, these bonds have been guaranteed by American Airlines Group and / or American Airlines.


17.What is the Disputed Claims Reserve (DCR) distribution? Will previous holders of AAMRQ stock be receiving distributions as part of this process?
 

Distributions to disputed claims allowed by the court began on June 30th, 2014. These distributions will solely be funded from the Disputed Claims Reserve established under the Plan of Reorganization, and which was initially funded with approximately 30.4 million shares. Distributions will be made to those who had a disputed claim that was decided in their favor after December 9th, 2013, as well as eligible company employees. As claims are allowed, stock will be distributed to claimholders with the distributions currently expected to be on a quarterly basis.

In the event any shares held by the Disputed Claims Reserve are not required to satisfy allowed claims in the bankruptcy case, previous holders of AAMRQ will receive the remaining shares. The amount and timing of any such distributions cannot currently be predicted and are not expected to occur in the near term.

Updates on future distributions from the Disputed Claims Reserve will be made as part of the regular quarterly reporting process in the relevant 10-Q or 10-K SEC filing.


18.Are there any restrictions or limitations related to the purchase or sale of AAL common stock?
 

In order to protect AAL’s use of certain tax benefits (including its tax loss carryforwards) and to avoid violation of the federal statutory limitations on equity ownership of U.S. commercial airlines by foreign nationals, the AAG Certificate of Incorporation and AAG Bylaws contain certain restrictions on the acquisition, disposition, and voting of AAL common stock. These restrictions may adversely affect the ability of certain holders of AAL common stock to dispose of, acquire, or vote shares of the stock. You can find further details on these restrictions in the company’s Certificate of Incorporation.


19.Will any portion of the American Airlines Group (AAL) stock I received after the effective date of the chapter 11 plan in exchange for my AMR Corporation (AAMRQ) stock be treated as interest income for U.S. federal income tax purposes?
 

As disclosed in the Disclosure Statement dated June 5, 2013, holders of AMR Corporation stock may have imputed interest income for U.S. federal income tax purposes with respect to American Airlines Group stock received after the effective date of the chapter 11 plan. Interest income is not imputed, however, with respect to distributions within 180 days of the effective date. Accordingly, no portion of the additional stock distributions to holders of AMR Corporation stock through, and including, the April 10, 2014 distribution was treated as interest income. However, if and when holders of AMR Corporation stock receive additional distributions of stock from the Disputed Claims Reserve (see Q&A 17 above), a portion of the American Airlines Group stock so received will be treated as interest income. The portion so treated will depend on when the distribution ultimately occurs and the applicable interest rate required to be applied with respect to such subsequent distribution for U.S. federal income tax purposes. All holders are urged to consult their tax advisors.


20.As a previous holder of AMR Corporation (AAMRQ) stock, what is my tax basis and holding period for U.S. federal income tax purposes in the American Airlines Group (AAL) stock I received in exchange for my AMR Corporation stock, including the additional stock distributions I received after the effective date of the chapter 11 plan? What will be my tax basis and holding period in any additional stock I may receive in the future from the Disputed Claims Reserve with respect to my AMR Corporation stock?
 

In general, a holder of AMR Corporation stock has an aggregate tax basis in the American Airlines Group stock received on and after the effective date of the chapter 11 plan with respect to its AMR Corporation stock equal to its aggregate tax basis in its AMR Corporation stock for U.S. federal income tax purposes (i.e., the aggregate tax basis of the old shares carries over to the new shares). This includes the additional stock distributions through, and including, the April 10, 2014 distribution, and any additional stock that may be received in the future from the Disputed Claims Reserve with respect to such AMR Corporation stock. Given the contingent nature of any additional stock distributions as of the effective date and even now, the per share tax basis of any American Airlines Group stock received is subject to potential adjustment from time to time. All holders are urged to consult their tax advisors regarding the appropriate methodology for determining their initial tax basis in any American Airlines Group stock received and any subsequent adjustments thereto. A holder generally will carry over its prior holding period to any American Airlines Group stock received.

In addition, as discussed in Q&A 19 above, holders of AMR Corporation stock may have a portion of any American Airlines Group stock received from the Disputed Claims Reserve treated as interest income for U.S. federal income tax purposes. As to such portion of the stock, a holder’s tax basis will be increased by the amount of interest income. A holder will have a new holding period in the interest portion of its stock for U.S. federal income tax purposes, rather than a carryover holding period. Accordingly, a holder may have a “split” holding period in each share of American Airlines Group stock received from the Disputed Claim Reserve – a new holding period for the interest portion and a carryover holding period for the remaining portion. All holders are urged to consult their tax advisors.



To view IRS Forms 8937 for American Airlines Group, click here


21.Where can I find a copy of AAL’s Certificate of Incorporation?
 

The Company's Certificate of Incorporation is available online via this link.


Print Page | E-mail Page | RSS Feeds |

Share Page

X
| Financial Tear Sheet