TEMPE, Ariz., Dec. 9, 2013 /PRNewswire/ — US Airways Group, Inc. (NYSE: LCC) announced today that, as a result of the Company’s merger with AMR Merger Sub, Inc. (the “Merger”), pursuant to which the Company became a wholly-owned subsidiary of American Airlines Group Inc. (NASDAQ: AAL) (AAG) as contemplated by the Agreement and Plan of Merger, dated as of Feb 13, 2013, its 7.25% Convertible Senior Notes due 2014 (the “Notes”) have become convertible into cash, shares of AAG common stock or a combination thereof at the Company’s election.
This change has been made pursuant to a second supplemental indenture, dated as of Dec. 9, 2013 (the “Second Supplemental Indenture”) to the indenture, dated as of May 13, 2009 (the “Base Indenture”), by and between the Company and The Bank of New York Mellon Trust Company, N.A., as Trustee (the “Trustee”), as supplemented by the first supplemental indenture, dated as of May 13, 2009, between the Company and the Trustee (the “First Supplemental Indenture” and, together with the Base Indenture and the Second Supplemental Indenture, the “Indenture”) governing the Notes.
This press release is only a summary of certain provisions of the Indenture. A complete explanation of the conversion rights of holders of the Notes, as well as the procedures required to convert Notes, is set forth in the Indenture. A copy of the Base Indenture was filed as Exhibit 4.1 to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission ( SEC) on May 14, 2009; a copy of the First Supplemental Indenture was filed as Exhibit 4.2 to the Company’s Current Report on Form 8-K filed with the SEC on May 14, 2009; and a copy of the Second Supplemental Indenture was filed as Exhibit 4.1 to the Company’s Current Report on Form 8-K filed with the SEC on December 9, 2013. All holders are urged to review the conversion provisions contained in the Indenture in their entirety.