American Airlines is establishing two pass-through trusts to issue $1.05 billion in senior Class A certificates and $273.9 million in junior Class B certificates. The proceeds from these offerings will be held in escrow and used by the respective trusts to acquire full-recourse equipment notes issued by American Airlines.
The equipment notes will be secured by a security interest in 37 aircraft, which include both new deliveries and existing fleet units. The fleet consists of nine newly manufactured Airbus A321neo aircraft, five newly manufactured Airbus A321XLR aircraft, eight newly manufactured Embraer E175 aircraft, thirteen Airbus A321-200 aircraft delivered between 2013 and 2014, and two Boeing 777-300ER aircraft delivered between 2013 and 2014.
Payments on the equipment notes will be passed through to certificate holders semiannually on February 20 and August 20 of each year, commencing on February 20, 2027. While the Class A certificates rank senior in distribution priority to the Class B certificates, the certificates represent interests solely in the assets of the respective pass-through trusts rather than direct obligations of American Airlines or its affiliates.
Initially, Natixis, acting through its New York Branch, will provide a Liquidity Facility for the Certificates.