AMR Corporation Announces Put Option Notification for 4.5% Senior Convertible Notes Due 2024
AMR Corporation today announced that it is notifying holders of the $307,979,000 outstanding principal amount of its 4.5% Senior Convertible Notes due 2024 (the "Notes") that they have an option, pursuant to the terms of the Notes, to require AMR to purchase, on Feb. 15, 2009, all or a portion of such holders' Notes (the "Put Option") at a price equal to $1,000 per $1,000 principal amount of the Notes, plus any accrued and unpaid interest to Feb. 15, 2009. As Feb. 15, 2009 is an interest payment date for the Notes, interest accrued up to the purchase date will be paid to record holders as of the regular record date immediately preceding this interest payment date, and therefore AMR expects that there will be no accrued and unpaid interest due as part of the purchase price. Under the terms of the Notes, AMR has the option to pay the purchase price for the Notes with cash, stock, or a combination of cash and stock, and has elected to pay for the Notes solely with cash.
As required by rules of the Securities and Exchange Commission, AMR will file a Tender Offer Statement on Schedule TO later today. In addition, AMR's company notice to holders (a copy of which will be attached as an exhibit to such Schedule TO) with respect to the Put Option specifying the terms, conditions and procedures for exercising the Put Option will be available through The Depository Trust Company and the paying agent, which is Wilmington Trust Company. None of AMR, its board of directors, or its employees has made or is making any representation or recommendation to any holder as to whether to exercise or refrain from exercising the Put Option.
Noteholders' opportunity to exercise the Put Option will commence on Jan. 15, 2009, and will terminate at 5:00 p.m., New York City time, on Feb. 13, 2009. Holders may withdraw any previously delivered purchase notice pursuant to the terms of the Put Option at any time prior to 5:00 p.m., New York City time, on Feb. 13, 2009.
The address of Wilmington Trust Company is Rodney Square North, 1100 North Market Street, 9th Floor, Wilmington, DE, 19890, Attention: Alisha Clendaniel.
This press release is for informational purposes only and is not an offer to purchase, or the solicitation of an offer to purchase, the Notes.
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