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Eagle Files Form 10 Registration Statement With The Securities And Exchange Commission



Daniel P. Garton
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Eagle Files Form 10 Registration Statement With The Securities And Exchange Commission

AMR Corporation, the parent company of American Airlines, Inc., announced today that its subsidiary, AMR Eagle Holding Corporation, has filed a Form 10 Registration Statement ("Form 10") with the U.S. Securities and Exchange Commission. The Form 10 filing marks the next step in a potential spin-off of Eagle and describes the potential spin-off, provides an overview of Eagle’s business, management and its ongoing relationship with American Airlines, and provides historical and pro forma consolidated financial statements of Eagle. In the spin-off, AMR Corporation would distribute to its stockholders 100 percent of the outstanding shares of Eagle on a pro rata basis, and AMR Corporation would not retain any ownership interest in Eagle.



Eagle-at-a-Glance:

  • On a pro forma basis, in 2010, Eagle generated $1.2 billion in revenue with more than $250 million from ground handling services.
  • Eagle would operate the third largest regional airline in the U.S. as it provides the vast majority of American’s regional flight operations.
  • Under an air services agreement with American, Eagle would operate 281 aircraft on behalf of American for a nine-year term.
  • Eagle would also operate one of the largest ground handling services operations in the U.S., serving American Airlines and other passenger airlines at more than 100 airports in the U.S., the Bahamas, the Caribbean and Canada.
  • Under a ground handling agreement, Eagle would provide ground handling services to American at 106 airport locations.
  • The agreement would have an eight-year term, but provide American the right to withdraw ground handling services at a specified number of airports each year.
Strategic Rationale:

AMR and Eagle believe a spin-off of Eagle into a separate, publicly-traded company would offer a number of benefits that would enable:
  • American to diversify the source of its regional feed over time
  • Eagle to grow its business by better competing to offer regional flight services to other mainline carriers
  • Market forces to ensure American has continued access to the most competitive regional flight and ground handling rates and service
  • Each company to allocate resources and deploy capital in a manner consistent with its strategic priorities in order to optimize total returns to shareholders
  • Investors to value the two companies based on their particular operational and financial characteristics
Next Steps:

The spin-off of Eagle would be subject to certain conditions, including U.S. Securities and Exchange Commission (SEC) clearance, receipt of regulatory approvals, an opinion from tax counsel and a favorable ruling from the Internal Revenue Service to ensure the tax-free status of the spin-off to AMR shareholders, execution of inter-company agreements and approval by AMR’s board of directors. Stockholder approval of the spin-off is not required.

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