SEC Comment Letter for American Airlines Group (AAL) — Nov 7, 2012
American Airlines Group Inc.
Date: Nov. 7, 2012 · CIK: 0000006201 · Accession: 0000000000-12-061004
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 001-02691, 001-08400
Letter
November 6 , 2012 Thomas W. Horton Chief Executive Officer AMR Corporation 4333 Amon Carter Blvd. Fort Worth, Texas 76155 American Airlines, Inc. Form 10 -K for the Fiscal Year Ended December 31, 2011 Filed February 15, 2012 File No. 001-02691
Re: AMR Corporation Form 10-K for the Fiscal Year Ended December 31, 2011 Filed February 15 , 2012 File No. 001-08400
Dear Mr. Horton :
We have reviewed your filing s and have the following comments. In some of our comments, we may ask you to provide us with information so we may better understand your disclosure.
Please respond to this letter within ten business days by amending your filing s, by providing the reques ted information, or by advising us when you will provide the requested response. If you do not believe our comments apply to your facts and circumstances or do not believe an amendment is appropriate, please tell us why in your response.
After reviewin g any amendment to your filing s and the information you provide in response to these comments, we may have additional comments.
AMR Corporation Form 10 -K for the Fiscal Year Ended December 31, 2011
Legal Proceedings, page 25
1. Please confirm that in future filings you will disclose the amount of relief sought in material pending legal proceedings. We note for example Turner v. American Airlines, Ronald A. Katz Technology Licensing, L.P. v. A merican Airlines, Inc., et al., and the December 22, 2011 Travelport counterclaims .
2. We note the statements on pages 25 through 27 that the outcomes of various proceedings “could have a material adverse impact on the Company .” However on page 81 you state
Thomas W. Horton AMR Corporation November 6, 2012 Page 2
that “[i] n the opinion of management, liabilities, if any, arising from these claims and litigation will not have a material adverse effect on the Company’s consolidated financial position, results of operations, or cash flows, after consideration of available insurance .” Please confirm that in future filings you will reconcile these disclosures.
American Airlines, Inc. Form 10 -K for the Fiscal Year Ended December 31, 2011
Legal Proceedings, page 24
3. Please confirm that in future filings you will disclose the amount of relief sought in material pending legal proceedings. We note for example Turner v. American Airlines, Ronald A. Katz Technology Licensing, L.P. v. A merican Airlines, Inc., et al., and t he December 22, 2011 Travelport counterclaims .
4. We note the statements on pages 24 through 26 that the outcomes of various proceedings “could have a material adverse impact on the Company .” However on page 68 you state that “[i] n the opinion of managem ent, liabilities, if any, arising from these claims and litigation will not have a material adverse effect on the Company’s consolidated financial position, results of operations, or cash flows, after consideration of available insurance .” Please confirm that in future filings you will reconcile these disclosures.
We urge all persons who are responsible for the accuracy and adequacy of the disclosure in the filing to be certain that the filing includes the information the Securities Exchange Act of 1934 a nd all applicable Exchange Act rules require. Since the company and its management are in possession of all facts relating to a company’s disclosure, they are responsible for the accuracy and adequacy of the disclosures they have made.
In responding to our comments, please provide a written statement from the company acknowledging that:
the company is responsible for the adequacy and accuracy of the disclosure in the filing;
staff comments or changes to disclosure in response to staff comments do not foreclose the Commission from taking any action with respect to the filing; and
the company may not assert staff comments as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.
Thomas W. Horton AMR Corporation November 6, 2012 Page 3
Please contact John Dana Brown at (202) 551 -3859 or me at (202) 551 -3750 with any questions.
Sincerely,
/s/ Max A. Webb
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November 6 , 2012 Thomas W. Horton Chief Executive Officer AMR Corporation 4333 Amon Carter Blvd. Fort Worth, Texas 76155 Re: AMR Corporation Form 10-K for the Fiscal Year Ended December 31, 2011 Filed February 15 , 2012 File No. 001-08400 American Airlines, Inc. Form 10 -K for the Fiscal Year Ended December 31, 2011 Filed February 15, 2012 File No. 001-02691 Dear Mr. Horton : We have reviewed your filing s and have the following comments. In some of our comments, we may ask you to provide us with information so we may better understand your disclosure. Please respond to this letter within ten business days by amending your filing s, by providing the reques ted information, or by advising us when you will provide the requested response. If you do not believe our comments apply to your facts and circumstances or do not believe an amendment is appropriate, please tell us why in your response. After reviewin g any amendment to your filing s and the information you provide in response to these comments, we may have additional comments. AMR Corporation Form 10 -K for the Fiscal Year Ended December 31, 2011 Legal Proceedings, page 25 1. Please confirm that in future filings you will disclose the amount of relief sought in material pending legal proceedings. We note for example Turner v. American Airlines, Ronald A. Katz Technology Licensing, L.P. v. A merican Airlines, Inc., et al., and the December 22, 2011 Travelport counterclaims . 2. We note the statements on pages 25 through 27 that the outcomes of various proceedings “could have a material adverse impact on the Company .” However on page 81 you state Thomas W. Horton AMR Corporation November 6, 2012 Page 2 that “[i] n the opinion of management, liabilities, if any, arising from these claims and litigation will not have a material adverse effect on the Company’s consolidated financial position, results of operations, or cash flows, after consideration of available insurance .” Please confirm that in future filings you will reconcile these disclosures. American Airlines, Inc. Form 10 -K for the Fiscal Year Ended December 31, 2011 Legal Proceedings, page 24 3. Please confirm that in future filings you will disclose the amount of relief sought in material pending legal proceedings. We note for example Turner v. American Airlines, Ronald A. Katz Technology Licensing, L.P. v. A merican Airlines, Inc., et al., and t he December 22, 2011 Travelport counterclaims . 4. We note the statements on pages 24 through 26 that the outcomes of various proceedings “could have a material adverse impact on the Company .” However on page 68 you state that “[i] n the opinion of managem ent, liabilities, if any, arising from these claims and litigation will not have a material adverse effect on the Company’s consolidated financial position, results of operations, or cash flows, after consideration of available insurance .” Please confirm that in future filings you will reconcile these disclosures. We urge all persons who are responsible for the accuracy and adequacy of the disclosure in the filing to be certain that the filing includes the information the Securities Exchange Act of 1934 a nd all applicable Exchange Act rules require. Since the company and its management are in possession of all facts relating to a company’s disclosure, they are responsible for the accuracy and adequacy of the disclosures they have made. In responding to our comments, please provide a written statement from the company acknowledging that: the company is responsible for the adequacy and accuracy of the disclosure in the filing; staff comments or changes to disclosure in response to staff comments do not foreclose the Commission from taking any action with respect to the filing; and the company may not assert staff comments as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States. Thomas W. Horton AMR Corporation November 6, 2012 Page 3 Please contact John Dana Brown at (202) 551 -3859 or me at (202) 551 -3750 with any questions. Sincerely, /s/ Max A. Webb Max A. Webb Assistant Director