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ITEM 1.01.
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ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
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On November 8, 2019 (the “Closing Date”), American Airlines, Inc. (“American”) and American Airlines Group Inc. (“AAG”), entered into amendments to three credit agreements – the April 2016 Credit Agreement, the 2013 Credit Agreement, and the 2014 Credit Agreement (each as defined below, collectively the “Credit Agreements”) – to reallocate $250.0 million of existing commitments between American’s existing revolving credit facilities. On the Closing Date, the total aggregate revolving credit facility commitments under the Credit Agreements remained at $2,842.5 million. Certain lenders party to the Credit Agreements extended the maturity date of their revolving loan commitments to October 11, 2024 from October 13, 2023. Each of the amendments to the Credit Agreements are more fully discussed below.
On the Closing Date, American and AAG entered into the Fifth Amendment to Credit and Guaranty Agreement (the “Fifth Amendment”), amending the Credit and Guaranty Agreement, dated as of April 29, 2016 (as amended prior to the date hereof, the “April 2016 Credit Agreement”), among American, AAG, the lenders from time to time party thereto, Barclays Bank PLC, as administrative agent, and certain other parties thereto. Pursuant to the Fifth Amendment, the total aggregate revolving credit commitments to the revolving credit facility (the “April 2016 Revolving Facility”) under the April 2016 Credit Agreement were increased to an aggregate of $450.0 million from $300.0 million and certain lenders party to the April 2016 Credit Agreement extended the maturity date of their commitments to the April 2016 Revolving Facility under the April 2016 Credit Agreement to a maturity date of October 11, 2024 from October 13, 2023.
On the Closing Date, American and AAG also entered into the Sixth Amendment to Amended and Restated Credit and Guaranty Agreement (the “Sixth Amendment”), amending the Amended and Restated Credit and Guaranty Agreement dated as of May 21, 2015 (as amended prior to the date hereof, the “2013 Credit Agreement”), among American, AAG, the lenders from time to time party thereto, Deutsche Bank AG New York Branch, as administrative agent, and certain other parties thereto. Pursuant to the Sixth Amendment, the total aggregate revolving credit commitments to the revolving credit facility (the “2013 Revolving Facility”) under the 2013 Credit Agreement were reduced to an aggregate of $750.0 million from $1,000.0 million and certain lenders party to the 2013 Credit Agreement extended the maturity date of their commitments to the 2013 Revolving Facility to a maturity date of October 11, 2024 from October 13, 2023.
On the Closing Date, American and AAG also entered into the Seventh Amendment to Amended and Restated Credit and Guaranty Agreement (the “Seventh Amendment”), amending the Amended and Restated Credit and Guaranty Agreement dated as of April 20, 2015 (as amended prior to the date hereof, the “2014 Credit Agreement”), among American, AAG, the lenders from time to time party thereto, Citibank N.A., as administrative agent, and certain other parties thereto. Pursuant to the Seventh Amendment, the total aggregate revolving credit commitments to the revolving credit facility (the “2014 Revolving Facility”) under the 2014 Credit Agreement were increased to an aggregate of $1,642.5 million from $1,542.5 million and certain lenders party to the 2014 Credit Agreement extended the maturity date of their commitments to the 2014 Revolving Facility to a maturity date of October 11, 2024 from October 13, 2023.
As of the Closing Date, there were no borrowings or letters of credit outstanding under any of the April 2016 Revolving Facility, the 2013 Revolving Facility or the 2014 Revolving Facility.
See the Annual Report on Form 10-K of AAG and American for the fiscal year ended December 31, 2018, as supplemented by the Quarterly Report on Form 10-Q of AAG and American for the period ended September 30, 2019, for more information regarding the credit facilities established under the April 2016 Credit Agreement, the 2013 Credit Agreement and the 2014 Credit Agreement.