american airlines proxy statement


Jan. 6 prime-time hearing: Trump poured gasoline on the fire at Capitol riot, FedEx suspending Sunday residential delivery in some markets, AT&T earnings were actually good despite stock selloff, says analyst, Japans CPI rises above BOJs 2% target for 3 straight months, U.K. consumer confidence remains at record low in July, Media misinformation watchdog says right-wing channel Newsmax frequently traffics in Jan. 6 falsehoods. otherwise; failure to satisfy other closing conditions to the proposed transactions; failure of the parties to consummate the transaction; risks that the new businesses will not be integrated successfully or that the combined companies will not We will also continue to give our customers options for travel and benefits both domestically and internationally through continued membership in the oneworld Alliance. obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events, changed circumstances, or otherwise, except as required by applicable law. Thank you for your continued loyalty, and we look forward to continuing to serve you. The new American is expected to enhance our existing loyalty program benefits through expanded opportunities to earn and redeem miles across the combined network. Information regarding Spirits directors and executive officers is Privacy Notice, and These forward-looking statements. President AAdvantage Loyalty Program, Additional Information and Where To Find It. Real-time last sale data for U.S. stock quotes reflect trades reported through Nasdaq only. As an AAdvantage member, you will continue to enjoy unparalleled benefits through one of the largest and most popular loyalty programs in the world and you can continue to book, track and manage flights and your AAdvantage account on AA.com. With this next step, we boldly continue our journey by combining our airlines. contained in Spirits definitive proxy statement, which was filed with the SEC on March31, 2021. security; and other risks and uncertainties set forth from time to time under the sections captioned Risk Factors in Frontiers and Spirits reports and other documents filed with the SEC from time to time, including their Unlike the compelling Spirit -Frontier combination, an acquisition of Spirit by JetBlue, a high-fare carrier, would lead to more expensive This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval. Any forward-looking statements speak only as of the date hereof or as of the dates indicated in the statements. The combined company will retain the iconic American Airlines brand, and together we plan to create a premier global carrier that provides customers with access to more choices across a larger global network. The proposed merger transaction between AMR Corporation (AMR) and US Airways Group, Inc. (US Airways) will be submitted to the stockholders of US Airways for their consideration. investors and stockholders will be able to obtain free copies of the information statement and the proxy statement and other documents filed with the SEC by Frontier and Spirit on Frontiers Investor Relations website at forecast, guidance, outlook, goals, targets and other similar expressions are intended to identify forward-looking statements. statement by Frontier Group Holdings, Inc. (Frontier) was made publicly available regarding the press release issued by Spirit Airlines, Inc. (Spirit) on April5, 2022 and is being filed in connection with the proposed AMR and US Airways also plan to file other documents with the SEC regarding the proposed transaction. Additionally, forward-looking statements include statements agency perceptions of each of the parties and their respective business, operations, financial condition and. It is surprising that JetBlue would consider such a merger at this time given that the CONTAIN IMPORTANT INFORMATION ABOUT FRONTIER, SPIRIT, THE PROPOSED TRANSACTIONS AND RELATED MATTERS. Intraday Data provided by FACTSET and subject to terms of use. URGED TO READ THE REGISTRATION STATEMENT/ INFORMATION STATEMENT/ PROSPECTUS/ PROXY STATEMENT AND ANY OTHER RELEVANT DOCUMENTS TO BE FILED BY FRONTIER OR SPIRIT WITH THE SEC IN THEIR ENTIRETY CAREFULLY WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL INVESTORS AND SECURITY HOLDERS OF US AIRWAYS ARE URGED TO READ THE PROXY STATEMENT, PROSPECTUS AND OTHER RELEVANT DOCUMENTS THAT WILL BE FILED WITH THE SEC CAREFULLY AND IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. registration or qualification under the securities laws of any such jurisdiction. Copies of the documents filed with the SEC by AMR, when and if available, can be obtained free of charge on AMRs website at www.aa.com or by directing a written request to AMR Corporation, P.O. This communication is for informational purposes only and is not intended to and does not constitute an offer to sell, or the solicitation of an offer to No offer of securities shall be made except by means of a prospectus meeting the requirements of Section10 of the Securities Act of 1933, as amended, and Information regarding Frontiers directors and executive officers is contained in Frontiers final prospectus filed with the SEC pursuant to Rule 424(b), which was The Registration Statement is not complete and will be further amended. other matters, should be considered forward-looking within the meaning of the Securities Act of 1933, as amended, the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995. By using this site you agree to the Annual Reports on Form 10-K and Quarterly Reports on Form 10-Q. realize estimated cost savings, value of certain tax assets, synergies and growth, or that such benefits may take longer to realize than expected; failure to realize anticipated benefits of the combined operations; risks relating to unanticipated In particular, the significant East Coast overlap between JetBlue and Spirit would reduce competition and limit options for consumers. Department of Justice is currently suing to block their pending alliance with American Airlines. In the interim, I invite you to visit www.aa.com/arriving for more information. Visit a quote page and your recently viewed tickers will be displayed here. pursuant to Rule 425 under the Securities Act of 1933, under the Securities Exchange Act of 1934. Frontier and Spirit also plan to file other relevant documents with the SEC regarding the proposed transaction. ongoing business operations and opportunities; potential adverse reactions or changes to business or employee relationships, including those resulting from the announcement or completion of the transaction; risks related to investor and rating Cookie Notice (). The following We expect the transaction to close in the third quarter of 2013, subject to customary approvals and closing conditions, and I will keep you updated throughout the process. Investors and security holders will be able to obtain free copies of the proxy statement, prospectus and other documents containing important information about AMR and US Airways, once such documents are filed with the SEC, through the website maintained by the SEC at http://www.sec.gov. This browser is no longer supported at MarketWatch. These documents can be obtained free of charge from the sources indicated above. Such forward-looking statements are and will be subject Important Additional Information Will be Filed with the SEC, Frontier has filed with the Securities and Exchange Commission (SEC) a Registration Statement on Form Have Watchlists?

statements are based on Frontiers and Spirits current expectations and beliefs with respect to certain current and future events and anticipated financial and operating performance. uncertainties cannot be predicted, guaranteed, or assured. As they do today, our oneworld partners will offer our customers access to a range of destinations, airline choices, and mileage earning and redemption opportunities. respect of the proposed transactions contemplated by the Merger Agreement. All forward-looking statements in this communication are based upon information available to Frontier and Spirit on the date of this communication.

to many risks and uncertainties relating to Frontiers and Spirits operations and business environment that maycause actual results to differ materially from any future results expressed or implied in such forward looking Something went wrong while loading Watchlist. A Certain statements in this communication, including statements concerning Frontier, Spirit, the proposed transactions and These forward-looking statements are based on AMRs and US Airways current objectives, beliefs and expectations, and they are subject to significant risks and uncertainties that may cause actual results and financial position and timing of certain events to differ materially from the information in the forward-looking statements. Neither AMR nor US Airways assumes any obligation to publicly update or supplement any forward-looking statement to reflect actual results, changes in assumptions or changes in other factors affecting these forward-looking statements except as required by law. These forward-looking statements may be identified by words such as may, will, expect, intend, anticipate, believe, estimate, plan, project, could, should, would, continue, seek, target, guidance, outlook, forecast and other similar words. At this time, American and US Airways will remain separate companies and each company will maintain its current loyalty program our AAdvantage program and US Airways Dividend Miles.

Frontier and Spirit, and certain of their respective directors and executive officers, may be deemed to be participants in the solicitation of proxies in All quotes are in local exchange time. Forward-Looking Information. In addition, the structure of the transaction will provide both Spirit and Frontier shareholders with substantial upside potential for the combined company as a result of the merger combined Spirit and Frontier will deliver $1billion in annual savings for consumers and offer even more ultra-low fares to more places nationwide, creating Americas most competitive ultra-low fare airline. Frontier and Spirit undertake no the industry in which they operate; risks related to the potential impact of general economic, political and market factors on the companies or the proposed transaction; that Frontiers cash Information about the directors and executive officers of US Airways is set forth in its proxy statement for its 2012 annual meeting of stockholders, which was filed with the SEC on April 27, 2012. Historical and current end-of-day data provided by FACTSET. effect on its financial condition, cash flows or results of operations; that the COVID-19 pandemic will continue to impact the businesses of the companies; ongoing and increase in costs related to IT network synergies. costs of integration; demand for the combined companys services; the growth, change and competitive landscape of the markets in which the combined company participates; expected seasonality trends; diversion of managements attention from In addition, occurrence of any event, change or other circumstances that could give rise to the right of one or both of the parties to terminate the merger agreement; failure to obtain applicable regulatory or Spirit stockholder approval in a timely manner or Actual results could differ materially from these forward-looking statements due to numerous factors including, without limitation, the following: the and cash equivalents balances, together with the availability under certain credit facilities made available to Frontier and certain of its subsidiaries under its existing credit agreements, will be sufficient to fund Frontiers operations Information about the directors and executive officers of AMR is set forth in its Annual Report on Form 10-K for the fiscal year ended December 31, 2011, which was filed with the SEC on February 15, 2012. Box 619616, MD 5675, Dallas/Fort Worth International Airport, Texas 75261-9616, Attention: Investor Relations or by emailing investor.relations@aa.com. Cautionary Statement Regarding As a valued member of the American Airlines AAdvantage program, you may have already heard from Tom Horton about our exciting and historic news as we and US Airways announce plans to come together to create a new American Airlines. filed with the SEC on April2, 2021, and in Frontiers Current Report on Form 8-K, dated July16, 2021, as amended. including capital expenditures over the next 12 months; Frontiers expectation that based on the information presently known to management, the potential liability related to Frontiers current litigation will not have a material adverse Ultimately, the combined company is expected to offer members more opportunities to earn and burn miles from an expanded global network of routes and partnerships, unmatched redemption options including flights, hotels, car rentals, vacation packages, one-way awards and lounge memberships, and much more. The following factors, among others, could cause actual results and financial position and timing of certain events to differ materially from those described in the forward-looking statements: failure of a proposed transaction to be implemented; the challenges and costs of closing, integrating, restructuring and achieving anticipated synergies; the ability to retain key employees; and other economic, business, competitive, and/or regulatory factors affecting the businesses of US Airways and AMR generally, including those set forth in the filings of US Airways and AMR with the SEC, especially in the Risk Factors and Managements Discussion and Analysis of Financial Condition and Results of Operations sections of their respective annual reports on Form 10-K and quarterly reports on Form 10-Q, their current reports on Form 8-K and other SEC filings, including the registration statement, proxy statement and prospectus. US Airways, AMR and certain of their respective directors, executive officers and certain members of management may be deemed to be participants in the solicitation of proxies from the stockholders of US Airways in connection with the proposed transaction. As Tom said in his letter, together we will be better equipped to offer you an expanded global network with more than 6,700 daily flights to 336 destinations in 56 countries by maintaining all the hubs currently served by both airlines. Suzanne Rubin Proxy Statement of Spirit. Words such asexpects, will, plans, intends, anticipates, indicates, remains, believes, estimates, https://ir.flyfrontier.com and on Spirits Investor Relations website at https://ir.spirit.com. Intraday data delayed at least 15 minutes or per exchange requirements. S-4 in connection with the proposed transaction (which Registration Statement has not yet been declared effective), that included a preliminary Information Statement/Prospectus of Frontier and a preliminary that do not relate solely to historical facts, such as statements which identify uncertainties or trends, discuss the possible future effects of current known trends or uncertainties, or which indicate that the future effects of known trends or I speak for everyone at American when I say we remain committed to providing an exceptional travel experience with you, our customers, positioned firmly at the center of everything we do. For nearly two years, American has been hard at work building a strong foundation by transforming our fleet with the largest aircraft order in history, modernizing the travel experience, and refreshing our iconic brand. Subscriber Agreement & Terms of Use,

In addition, you will continue to earn miles through existing AAdvantage participating companies and you will be able to redeem those miles for the same great awards flights, upgrades, car rentals and hotels just to name a few. AMR expects to file with the Securities and Exchange Commission (SEC) a registration statement on Form S-4 that will include a prospectus of AMR and a proxy statement of US Airways, and US Airways expects to file with the SEC a definitive proxy statement on Schedule 14A. This document includes forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Cautionary Statement Regarding Forward-Looking Statements. subscribe for or buy, or a solicitation of any vote or approval in any jurisdiction, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in which such offer, sale or solicitation would be unlawful, prior to Information Statement/Proxy Statement/Prospectus and other documents filed with the SEC by Frontier and Spirit through the website maintained by the SEC at www.sec.gov.

otherwise in accordance with applicable law. Investors and stockholders will be able to obtain free copies of the Registration Statement and the definitive. Other information regarding the participants in the proxy solicitation and a description of their direct and indirect interests, by security holdings or otherwise, will be contained in the prospectus and proxy statement and other relevant materials when and if filed with the SEC in connection with the proposed transaction. For the best MarketWatch.com experience, please update to a modern browser. travel for consumers. Copies of the documents filed with the SEC by US Airways, when and if available, can be obtained free of charge on US Airways website at www.usairways.com or by directing a written request to US Airways Group, Inc., 111 West Rio Salado Parkway, Tempe, Arizona 85281, Attention: Vice President, Legal Affairs. Create a list of the investments you want to track. business combination of Spirit and Frontier: The Spirit and Frontier transaction is in the best interest of consumers and shareholders. I want to assure you that your AAdvantage miles are secure and existing miles will continue to be honored. Log in to see them here or sign up to get started. SEC Filings for American Airlines Group Inc. INVESTORS AND STOCKHOLDERS ARE Copyright 2022 MarketWatch, Inc. All rights reserved. There are currently no items in this Watchlist.