2021 Financial Overview

Impact of COVID-19



COVID-19 has been declared a global health pandemic by the World Health
Organization. COVID-19 has surfaced in nearly all regions of the world, which
has driven the implementation of significant, government-imposed measures to
prevent or reduce its spread, including travel restrictions, testing regimes,
closing of borders, "stay at home" orders and business closures. Ongoing global
vaccination efforts and the corresponding lifting of government restrictions in
and between many markets resulted in a partial recovery in demand for air travel
in 2021, which improved our revenues as compared to 2020. However, the return of
demand was weaker than previous expectations and the speed and strength of this
recovery remain uncertain, primarily due to the global rise in COVID-19 cases
associated with the delta and omicron variants and the potential for
continuation or reimposition of restrictions on global travel. The continued
impact of the COVID-19 pandemic, including any increases in infection rates, new
variants and renewed governmental action to slow the spread of COVID-19 cannot
be estimated.

We have taken aggressive actions since the beginning of the COVID-19 pandemic to
mitigate its effects on our business, including capacity reductions, structural
changes to our fleet, cost reductions including implementing voluntary leave and
early retirement programs, and steps to preserve cash and improve our overall
liquidity position, consistent with the terms of the financial assistance we
have received from the U.S. Government under the CARES Act, the PSP Extension
Law and the ARP.

Capacity Reductions

Our capacity (as measured by available seat miles) continues to be reduced compared to pre-COVID-19 pandemic levels, with total capacity in 2021 down 24.7% as compared to 2019. Domestic capacity in 2021 was down 14.5% while international capacity was down 44.9% as compared to 2019.



We currently expect our first quarter of 2022 system capacity to be down 8% to
10% as compared to the first quarter of 2019. While demand for domestic and
short-haul international markets has largely recovered to 2019 levels,
uncertainty remains regarding the timing of a full recovery. We will continue to
match our forward capacity with observed booking trends for future travel and
make further adjustments to our capacity as needed.

Cost Reductions



In aggregate, we have reduced our 2021 operating expenditures by approximately
$1.3 billion, which are permanent non-volume cost reductions and other
efficiency measures. These reductions include approximately $600 million in
labor productivity enhancements, $500 million in management salaries and
benefits and $200 million in other permanent cost reductions. Also, during the
first quarter of 2021, approximately 1,600 represented team members opted into a
voluntary early retirement program.

Liquidity



As of December 31, 2021, we had $15.8 billion in total available liquidity,
consisting of $12.4 billion in unrestricted cash and short-term investments,
$2.8 billion in undrawn capacity under revolving credit facilities and a total
of $568 million in undrawn short-term revolving and other facilities.

During 2021, we completed the following financing transactions (see Note 4 to AAG's Consolidated Financial Statements in Part II, Item 8A for further information):



•issued $3.5 billion in aggregate principal amount of 5.50% Senior Secured Notes
due 2026 and $3.0 billion in aggregate principal amount of 5.75% Senior Secured
Notes due 2029 and entered into the $3.5 billion AAdvantage Term Loan Facility
of which the full amount of term loans was drawn at closing;

•repaid in full $750 million under the 2013 Revolving Facility, $1.6 billion
under the 2014 Revolving Facility and $450 million under the April 2016
Revolving Facility, all of which was borrowed in the second quarter of 2020 in
response to the COVID-19 pandemic;

•repaid the $550 million of outstanding loans under, and terminated, the $7.5 billion secured term loan facility with Treasury (the Treasury Loan Agreement);


                                       71
--------------------------------------------------------------------------------

Table of Contents



•issued 24.2 million shares of AAG common stock at an average price of $19.26
per share pursuant to an at-the-market offering for net proceeds of $460 million
(approximately $650 million of at-the-market authorization remains available at
December 31, 2021);

•issued approximately $150 million in special facility revenue bonds related to
JFK, of which $62 million was used to fund the redemption of other bonds related
to JFK;

•repaid in full $950 million of the outstanding balance under, and terminated, the April 2016 Spare Parts Term Loan Facility;



•received approximately $94 million in proceeds from enhanced equipment trust
certificates (EETCs) and other aircraft and flight equipment financing, all of
which was used to repay existing indebtedness; and

•received approximately $193 million of cash proceeds from the sale of property
and equipment primarily related to aircraft fleets retired in 2020 and raised
$181 million principally from aircraft sale-leaseback transactions.

In addition to the foregoing financings, during 2021, we received an aggregate
of approximately $3.5 billion in financial assistance through the payroll
support program (PSP2) established under the PSP Extension Law. In connection
with our receipt of this financial assistance, AAG issued a promissory note (the
PSP2 Promissory Note) to Treasury for $1.0 billion in aggregate principal amount
and warrants to purchase up to an aggregate of approximately 6.6 million shares
(the PSP2 Warrant Shares) of AAG common stock.

Also in 2021, we received an aggregate of approximately $3.3 billion in
financial assistance through the payroll support program (PSP3) established
under the ARP. In connection with our receipt of this financial assistance, AAG
issued a promissory note (the PSP3 Promissory Note) to Treasury for $946 million
in aggregate principal amount and warrants to purchase up to an aggregate of
approximately 4.4 million shares (the PSP3 Warrant Shares) of AAG common stock.
See Note 1(b) to AAG's Consolidated Financial Statements in Part II, Item 8A for
further discussion on PSP2 and PSP3.

A significant portion of our debt financing agreements contain covenants
requiring us to maintain an aggregate of at least $2.0 billion of unrestricted
cash and cash equivalents and amounts available to be drawn under revolving
credit facilities and/or contain loan to value, collateral coverage and/or peak
debt service coverage ratio covenants.

Given the above actions and our current assumptions about the future impact of
the COVID-19 pandemic on travel demand, which could be materially different due
to the inherent uncertainties of the current operating environment, we expect to
meet our cash obligations as well as remain in compliance with the debt
covenants in our existing financing agreements for the next 12 months based on
our current level of unrestricted cash and short-term investments, our
anticipated access to liquidity (including via proceeds from financings), and
projected cash flows from operations.

See Note 4 to AAG's Consolidated Financial Statements in Part II, Item 8A for additional information on our debt obligations.


                                       72
--------------------------------------------------------------------------------

Table of Contents

AAG's 2021 Results

The selected financial data presented below is derived from AAG's audited consolidated financial statements included in Part II, Item 8A of this report and should be read in conjunction with those financial statements and the related notes thereto.



Beginning in the first quarter of 2021, aircraft fuel and related taxes as well
as certain salaries, wages and benefits, other rent and landing fees, selling
and other expenses are no longer allocated to regional expenses on our
statements of operations. The 2020 consolidated statement of operations has been
recast to conform to the 2021 presentation within this Item 7. Management's
Discussion and Analysis of Financial Condition and Results of Operations. This
statement of operations presentation change has no impact on total operating
expenses or net loss.


                                                       Year Ended                                             Percent
                                                      December 31,                    Increase                Increase
                                                 2021               2020             (Decrease)            (Decrease) (2)
                                                                (In millions, except percentage changes)
Passenger revenue                            $  26,063          $  14,518          $    11,545                  79.5
Cargo revenue                                    1,314                769                  545                  70.8
Other operating revenue                          2,505              2,050                  455                  22.2
Total operating revenues                        29,882             17,337               12,545                  72.4
Aircraft fuel and related taxes                  6,792              3,402                3,390                  99.6
Salaries, wages and benefits                    11,817             11,229                  588                  5.2
Total operating expenses                        30,941             27,758                3,183                  11.5
Operating loss                                  (1,059)           (10,421)              (9,362)                (89.8)
Pre-tax loss                                    (2,548)           (11,453)              (8,905)                (77.7)
Income tax benefit                                (555)            (2,568)              (2,013)                (78.4)
Net loss                                        (1,993)            (8,885)              (6,892)                (77.6)

Pre-tax loss - GAAP                          $  (2,548)         $ (11,453)         $    (8,905)                (77.7)
Adjusted for: pre-tax net special items (1)     (4,395)              (796)               3,599                 nm (3)

Pre-tax loss excluding net special items $ (6,943) $ (12,249)

       $    (5,306)                (43.3)



(1)See Part II, Item 6. Selected Consolidated Financial Data - "Reconciliation of GAAP to Non-GAAP Financial Measures" and Note 2 to AAG's Consolidated Financial Statements in Part II, Item 8A for details on the components of pre-tax net special items.

(2)Fluctuations may not be meaningful due to the volatility caused by the COVID-19 pandemic.

(3)Not meaningful or greater than 100% change.

Pre-Tax Loss and Net Loss



Pre-tax loss and net loss were $2.5 billion and $2.0 billion, respectively, in
2021. This compares to 2020 pre-tax loss and net loss of $11.5 billion and $8.9
billion, respectively. Excluding the effects of pre-tax net special items,
pre-tax loss was $6.9 billion and $12.2 billion in 2021 and 2020, respectively.

The year-over-year improvement in our pre-tax loss, on both a GAAP basis and
excluding pre-tax net special items, was principally due to higher revenues
driven by domestic and short-haul international leisure demand, offset in part
by an increase in our operating expenses due to a 49.8% increase in our capacity
as compared to 2020 as demand returned from the trough of the COVID-19 pandemic.
                                       73
--------------------------------------------------------------------------------

Table of Contents

Revenue



In 2021, we reported total operating revenues of $29.9 billion, an increase of
$12.5 billion, or 72.4%, as compared to 2020. Passenger revenue was $26.1
billion, an increase of $11.5 billion, or 79.5%, as compared to 2020. The
increase in passenger revenue in 2021 was due to a 75.9% increase in revenue
passenger miles (RPMs) and an 11.2 point increase in passenger load factor.
These increases were principally driven by a significant recovery in domestic
and short-haul international leisure demand as compared to 2020.

In 2021, cargo revenue was $1.3 billion, an increase of $545 million, or 70.8%,
as compared to 2020, primarily due to a 50.5% increase in cargo ton miles
reflecting higher freight volumes as a result of adding international widebody
capacity and the continuation of cargo-only flights, as well as a 13.4% increase
in cargo yield as a result of higher rates.

Other operating revenue increased $455 million, or 22.2%, in 2021 as compared to 2020, driven primarily by higher revenue associated with our loyalty program.

Our total revenue per available seat mile (TRASM) was 13.93 cents in 2021, a 15.0% increase as compared to 12.11 cents in 2020.

Fuel



In 2021, aircraft fuel expense totaled $6.8 billion, an increase of $3.4
billion, or 99.6%, as compared to 2020. This increase was primarily driven by a
44.7% increase in fuel consumption as a result of increased capacity and a 37.9%
increase in the average price per gallon of aircraft fuel including related
taxes to $2.04 in 2021 from $1.48 in 2020.

As of December 31, 2021, we did not have any fuel hedging contracts outstanding
to hedge our fuel consumption. Our current policy is not to enter into
transactions to hedge our fuel consumption, although we review that policy from
time to time based on market conditions and other factors. As such, and assuming
we do not enter into any future transactions to hedge our fuel consumption, we
will continue to be fully exposed to fluctuations in fuel prices.

Other Costs



We remain committed to actively managing our cost structure, which we believe is
necessary in an industry whose economic prospects are heavily dependent upon two
variables we cannot control: general economic conditions and the price of fuel.
In particular, the onset of the COVID-19 pandemic resulted in a very rapid
deterioration in general economic conditions.

Our 2021 CASM was 14.42 cents, a decrease of 25.6%, from 19.39 cents in 2020.
This decrease in CASM was primarily driven by higher capacity due to increased
passenger demand and cost reduction and efficiency initiatives discussed above,
offset in part by an increase in fuel price.

Our 2021 CASM excluding net special items and fuel was 13.33 cents, a decrease
of 24.6%, from 17.69 cents in 2020. This decrease in CASM excluding net special
items and fuel was primarily driven by higher capacity due to increased
passenger demand and cost reduction and efficiency initiatives as previously
discussed.

For a reconciliation of total operating CASM to total operating CASM excluding
net special items and fuel, see Part II, Item 6. Selected Consolidated Financial
Data - "Reconciliation of GAAP to Non-GAAP Financial Measures."
                                       74
--------------------------------------------------------------------------------

Table of Contents

AAG's Results of Operations

For a comparison of the 2020 to 2019 reporting periods, see Part II, Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations - "AAG's Results of Operations" of our 2020 Form 10-K.

Operating Statistics



The table below sets forth selected operating data for the years ended
December 31, 2021 and 2020.

                                                                     Year Ended December 31,
                                                                2021                          2020               Increase (Decrease)
Revenue passenger miles (millions) (a)                         161,538                         91,825                   75.9%
Available seat miles (millions) (b)                            214,535                        143,167                   49.8%
Passenger load factor (percent) (c)                                    75.3                         64.1               11.2pts
Yield (cents) (d)                                                     16.13                        15.81                 2.0%
Passenger revenue per available seat mile (cents) (e)                 12.15                        10.14                19.8%
Total revenue per available seat mile (cents) (f)                     13.93                        12.11                15.0%
Fuel consumption (gallons in millions)                           3,324                          2,297                   44.7%

Average aircraft fuel price including related taxes (dollars per gallon)

                                                   2.04                         1.48                37.9%
Total operating cost per available seat mile (cents) (g)              14.42                        19.39               (25.6)%
Aircraft at end of period (h)                                    1,432                          1,399                    2.4%
Full-time equivalent employees at end of period                123,400                           102,700                20.2%



(a)Revenue passenger mile (RPM) - A basic measure of sales volume. One RPM represents one passenger flown one mile.

(b)Available seat mile (ASM) - A basic measure of production. One ASM represents one seat flown one mile.

(c)Passenger load factor - The percentage of available seats that are filled with revenue passengers.

(d)Yield - A measure of airline revenue derived by dividing passenger revenue by RPMs.

(e)Passenger revenue per available seat mile (PRASM) - Passenger revenue divided by ASMs.

(f)Total revenue per available seat mile (TRASM) - Total revenues divided by ASMs.

(g)Total operating cost per available seat mile (CASM) - Total operating expenses divided by ASMs.



(h)Includes aircraft owned and leased by American as well as aircraft operated
by third-party regional carriers under capacity purchase agreements. Excludes 36
mainline and 10 regional aircraft that are in temporary storage at December 31,
2021 as follows: 36 Boeing 737-800, eight Embraer 145 and two Embraer 170.

Operating Revenues

                                 Year Ended December 31,                           Percent
                                    2021                2020        Increase      Increase
                                       (In millions, except percentage changes)
Passenger                  $      26,063             $ 14,518      $ 11,545         79.5
Cargo                              1,314                  769           545         70.8
Other                              2,505                2,050           455         22.2
Total operating revenues   $      29,882             $ 17,337      $ 12,545         72.4


                                       75

--------------------------------------------------------------------------------

Table of Contents

This table presents our passenger revenue and the year-over-year change in certain operating statistics:



                                                                                                     Increase
                                                                                         vs. Year Ended December 31, 2020
                                Year Ended
                               December 31,           Passenger                                                 Load             Passenger
                                   2021                Revenue             RPMs              ASMs              Factor              Yield              PRASM
                               (In millions)
Passenger revenue             $     26,063                  79.5%             75.9%             49.8%            11.2pts                2.0%              19.8%


Passenger revenue increased $11.5 billion, or 79.5%, in 2021 from 2020 primarily
due to a 75.9% increase in RPMs driven by a significant recovery in domestic and
short-haul international leisure demand, resulting in a 75.3% load factor in
2021.

Cargo revenue increased $545 million, or 70.8%, in 2021 from 2020 primarily due
to a 50.5% increase in cargo ton miles reflecting higher freight volumes as a
result of adding international widebody capacity and the continuation of
cargo-only flights, as well as a 13.4% increase in cargo yield as a result of
higher rates.

Other operating revenue increased $455 million, or 22.2%, in 2021 from 2020 driven primarily by higher revenue associated with our loyalty program.



Total operating revenues in 2021 increased $12.5 billion, or 72.4%, from 2020
driven principally by the increase in passenger revenue as described above. Our
TRASM increased 15.0% to 13.93 cents in 2021 from 12.11 cents in 2020.

Operating Expenses


                                                      Year Ended December 31,                                       Percent
                                                                                             Increase               Increase
                                                      2021                 2020             (Decrease)             (Decrease)
                                                                    (In millions, except percentage changes)
Aircraft fuel and related taxes                 $       6,792          $   3,402          $     3,390                 99.6
Salaries, wages and benefits                           11,817             11,229                  588                 5.2
Regional expenses                                       3,204              2,962                  242                 8.2
Maintenance, materials and repairs                      1,979              1,585                  394                 24.8
Other rent and landing fees                             2,619              2,004                  615                 30.7
Aircraft rent                                           1,425              1,341                   84                 6.2
Selling expenses                                        1,098                666                  432                 65.0
Depreciation and amortization                           2,019              2,040                  (21)               (1.1)
Mainline operating special items, net                  (4,006)              (657)              (3,349)                 nm
Other                                                   3,994              3,186                  808                 25.4
Total operating expenses                        $      30,941          $  27,758          $     3,183                 11.5


Total operating expenses increased $3.2 billion, or 11.5%, in 2021 from 2020
primarily due to increases in aircraft fuel and related taxes and other costs
due to our increased capacity, offset in part by a $3.5 billion increase in net
operating special credits and cost reduction actions as described above. See
further discussion of operating special items, net below.

Aircraft fuel and related taxes increased $3.4 billion, or 99.6%, in 2021 from 2020 primarily due to a 44.7% increase in fuel consumption as a result of increased capacity and a 37.9% increase in the average price per gallon of aircraft fuel including related taxes to $2.04 in 2021 from $1.48 in 2020.



Other rent and landing fees increased $615 million, or 30.7%, in 2021 from 2020
primarily due to an increase in landing fees and variable rent as a result of
our increased capacity.

Aircraft rent increased $84 million, or 6.2%, in 2021 from 2020 primarily due to the delivery of 25 new leased mainline aircraft in 2021.


                                       76
--------------------------------------------------------------------------------

Table of Contents

Selling expenses increased $432 million, or 65.0%, in 2021 from 2020 due to higher credit card fees and higher commission expense driven by the overall increase in revenues.



Depreciation and amortization decreased $21 million, or 1.1%, in 2021 from 2020
primarily due to the early retirement of aircraft as a result of the COVID-19
pandemic, offset in part by a write down of excess spare parts inventory.

Operating Special Items, Net



                                                                              Year Ended December 31,
                                                                               2021                        2020
                                                                                     (In millions)
PSP Financial Assistance (1)                                        $       (4,162)                   $    (3,710)
Severance expenses (2)                                                         168                          1,408
Litigation reserve adjustments                                                 (19)                             -
Mark-to-market adjustments on bankruptcy obligations, net (3)                   (3)                           (49)
Fleet impairment (4)                                                             -                          1,484
Labor contract expenses (5)                                                      -                            228

Other operating special items, net                                              10                            (18)
Mainline operating special items, net                                       (4,006)                          (657)

PSP Financial Assistance (1)                                                  (539)                          (444)
Regional pilot retention program (6)                                            61                              -
Fleet impairment (4)                                                            27                            117
Severance expenses (2)                                                           2                             18

Regional operating special items, net                                         (449)                          (309)
Operating special items, net                                        $       (4,455)                   $      (966)




(1)The 2021 PSP Financial Assistance represents recognition of a portion of the
financial assistance received from Treasury pursuant to the PSP2 and PSP3
Agreements. See Note 1(b) to AAG's Consolidated Financial Statements in Part II,
Item 8A for further information. The 2020 PSP Financial Assistance represents
recognition of a portion of the financial assistance received from Treasury
pursuant to the PSP1 Agreement.

(2)Severance expenses include salary and medical costs primarily associated with
certain team members who opted into voluntary early retirement programs offered
as a result of reductions to our operation due to the COVID-19 pandemic. Cash
payments primarily associated with our voluntary early retirement programs were
approximately $520 million and $365 million in 2021 and 2020, respectively.

(3)Bankruptcy obligations that will be settled in shares of our common stock are marked-to-market based on our stock price.



(4)Fleet impairment charges resulted from the retirement of certain aircraft
earlier than planned driven by the severe decline in air travel due to the
COVID-19 pandemic. In 2021, we retired our remaining Embraer 140 fleet resulting
in a non-cash write-down of these regional aircraft. See Note 1(g) to AAG's
Consolidated Financial Statements in Part II, Item 8A for further information
related to these charges.

In 2020, we retired our entire Airbus A330-200, Boeing 757, Boeing 767, Airbus
A330-300 and Embraer 190 fleets as well as certain Embraer 140 and Bombardier
CRJ200 aircraft resulting in a $1.5 billion non-cash write-down of mainline and
regional aircraft and associated spare parts and $109 million in cash charges
primarily for impairment of ROU assets and lease return costs.

(5)The 2020 labor contract expenses primarily related to one-time charges due to the ratification of a new contract with the TWU-IAM Association for our maintenance and fleet service team members, including signing bonuses and adjustments to vacation accruals resulting from pay rate increases.


                                       77
--------------------------------------------------------------------------------

Table of Contents



(6)Our regional pilot retention program provides for, among other things, a cash
retention bonus paid in the fourth quarter of 2021 to eligible captains at our
wholly-owned regional airlines included on the pilot seniority list as of
September 1, 2021.

Nonoperating Results


                                                        Year Ended December 31,                                          Percent
                                                                                                  Increase               Increase
                                                        2021                    2020             (Decrease)             (Decrease)
                                                                      (In millions, except percentage changes)
Interest income                                $          18                $      41          $       (23)               (55.2)
Interest expense, net                                 (1,800)                  (1,227)                (573)                46.8
Other income, net                                        293                      154                  139                 89.6
Total nonoperating expense, net                $      (1,489)               $  (1,032)         $      (457)                44.4


Interest income decreased in 2021 compared to 2020 primarily as a result of
lower returns on our short-term investments. Interest expense, net increased in
2021 compared to 2020 primarily due to the issuance of debt, including $10.0
billion associated with the AAdvantage Financing, to improve our liquidity
position in response to the COVID-19 pandemic. See Note 4 to AAG's Consolidated
Financial Statements in Part II, Item 8A for further information on the
AAdvantage Financing.

In 2021, other nonoperating income, net included $337 million of non-service
related pension and other postretirement benefit plan income, offset in part by
$60 million of net special charges principally for mark-to-market net unrealized
losses associated with our equity investments in China Southern Airlines and
Vertical and certain treasury rate lock derivative instruments and non-cash
charges associated with debt refinancings and extinguishments.

In 2020, other nonoperating income, net included $329 million of non-service
related pension and other postretirement benefit plan income. This income was
offset in part by $170 million of net special charges principally for
mark-to-market unrealized losses associated with our equity investment in China
Southern Airlines and certain treasury rate lock derivative instruments and $24
million of net foreign currency losses, primarily associated with losses from
Latin American currencies.

Income Taxes

In 2021, we recorded an income tax benefit of $555 million at an effective rate
of approximately 22%, which was substantially non-cash. Substantially all of our
loss before income taxes is attributable to the United States. At December 31,
2021, we had approximately $17.2 billion of gross federal NOLs and $3.0 billion
of other carryforwards available to reduce future federal taxable income, of
which $6.9 billion will expire beginning in 2024 if unused and $13.3 billion can
be carried forward indefinitely. We also had approximately $6.0 billion of NOL
carryforwards to reduce future state taxable income at December 31, 2021, which
will expire in taxable years 2021 through 2041 if unused.

In 2020, we recorded an income tax benefit of $2.6 billion at an effective rate of approximately 22%, which was substantially non-cash.

See Note 6 to AAG's Consolidated Financial Statements in Part II, Item 8A for additional information on income taxes.


                                       78
--------------------------------------------------------------------------------

Table of Contents

American's Results of Operations



For a comparison of the 2020 to 2019 reporting periods, see Part II, Item 7.
Management's Discussion and Analysis of Financial Condition and Results of
Operations - "American's Results of Operations" of American's 2020 Form 10-K.

Operating Revenues

                                 Year Ended December 31,                           Percent
                                    2021                2020        Increase      Increase
                                       (In millions, except percentage changes)
Passenger                  $      26,063             $ 14,518      $ 11,545         79.5
Cargo                              1,314                  769           545         70.8
Other                              2,503                2,048           455         22.2
Total operating revenues   $      29,880             $ 17,335      $ 12,545         72.4

Passenger revenue increased $11.5 billion, or 79.5%, in 2021 from 2020 primarily due to an increase in RPMs driven by a significant recovery in domestic and short-haul international leisure demand.



Cargo revenue increased $545 million, or 70.8%, in 2021 from 2020 primarily due
to an increase in cargo ton miles reflecting higher freight volumes as a result
of adding international widebody capacity and the continuation of cargo-only
flights, as well as an increase in cargo yield as a result of higher rates.

Other operating revenue increased $455 million, or 22.2%, in 2021 from 2020 driven primarily by higher revenue associated with American's loyalty program.

Total operating revenues in 2021 increased $12.5 billion, or 72.4%, from 2020 driven principally by the increase in passenger revenue as described above.



Operating Expenses


                                               Year Ended                                Percent
                                              December 31,             Increase          Increase
                                           2021           2020        (Decrease)        (Decrease)
                                                  (In millions, except percentage changes)
Aircraft fuel and related taxes         $   6,792      $  3,402      $     3,390           99.6
Salaries, wages and benefits               11,811        11,224              587           5.2
Regional expenses                           3,111         2,746              365           13.3
Maintenance, materials and repairs          1,979         1,585              394           24.8
Other rent and landing fees                 2,619         2,004              615           30.7
Aircraft rent                               1,425         1,341               84           6.2
Selling expenses                            1,098           666              432           65.0
Depreciation and amortization               2,019         2,040              (21)         (1.1)
Mainline operating special items, net      (4,006)         (657)          (3,349)           nm
Other                                       3,993         3,208              785           24.5
Total operating expenses                $  30,841      $ 27,559      $     3,282           11.9


Total operating expenses increased $3.3 billion, or 11.9%, in 2021 from 2020
primarily due to increases in aircraft fuel and related taxes and other costs
due to American's increased capacity, offset in part by a $3.5 billion increase
in net operating special credits and cost reduction actions as described above.
See further discussion of operating special items, net below.

Aircraft fuel and related taxes increased $3.4 billion, or 99.6%, in 2021 from 2020 primarily due to a 44.7% increase in fuel consumption as a result of increased capacity and a 37.9% increase in the average price per gallon of aircraft fuel including related taxes to $2.04 in 2021 from $1.48 in 2020.


                                       79
--------------------------------------------------------------------------------

Table of Contents



Other rent and landing fees increased $615 million, or 30.7%, in 2021 from 2020
primarily due to an increase in landing fees and variable rent as a result of
American's increased capacity.

Aircraft rent increased $84 million, or 6.2%, in 2021 from 2020 primarily due to the delivery of 25 new leased mainline aircraft in 2021.

Selling expenses increased $432 million, or 65.0%, in 2021 from 2020 due to higher credit card fees and higher commission expense driven by the overall increase in revenues.



Depreciation and amortization decreased $21 million, or 1.1%, in 2021 from 2020
primarily due to the early retirement of aircraft as a result of the COVID-19
pandemic, offset in part by a write down of excess spare parts inventory.

Operating Special Items, Net

Year Ended December 31,


                                                                             2021                     2020
                                                                                   (In millions)
PSP Financial Assistance (1)                                        $      (4,162)               $    (3,710)
Severance expenses (2)                                                        168                      1,408
Litigation reserve adjustments                                                (19)                         -
Mark-to-market adjustments on bankruptcy obligations, net (3)                  (3)                       (49)
Fleet impairment (4)                                                            -                      1,484
Labor contract expenses (5)                                                     -                        228

Other operating special items, net                                             10                        (18)
Mainline operating special items, net                                      (4,006)                      (657)

PSP Financial Assistance (1)                                                 (539)                      (444)
Fleet impairment (4)                                                           27                        106
Regional operating special items, net                                        (512)                      (338)
Operating special items, net                                        $      (4,518)               $      (995)




(1)The 2021 PSP Financial Assistance represents recognition of a portion of the
financial assistance received from Treasury pursuant to the PSP2 and PSP3
Agreements. See Note 1(b) to American's Consolidated Financial Statements in
Part II, Item 8B for further information. The 2020 PSP Financial Assistance
represents recognition of a portion of the financial assistance received from
Treasury pursuant to the PSP1 Agreement.

(2)Severance expenses include salary and medical costs primarily associated with
certain team members who opted into voluntary early retirement programs offered
as a result of reductions to American's operation due to the COVID-19 pandemic.
Cash payments primarily associated with American's voluntary early retirement
programs were approximately $520 million and $365 million in 2021 and 2020,
respectively.

(3)Bankruptcy obligations that will be settled in shares of AAG common stock are marked-to-market based on AAG's stock price.



(4)Fleet impairment charges resulted from the retirement of certain aircraft
earlier than planned driven by the severe decline in air travel due to the
COVID-19 pandemic. In 2021, American retired its remaining Embraer 140 fleet
resulting in a non-cash write-down of these regional aircraft. See Note 1(g) to
American's Consolidated Financial Statements in Part II, Item 8B for further
information related to these charges.

In 2020, American retired its entire Airbus A330-200, Boeing 757, Boeing 767,
Airbus A330-300 and Embraer 190 fleets as well as certain Embraer 140 and
Bombardier CRJ200 aircraft resulting in a $1.5 billion non-cash write-down of
mainline and regional aircraft and associated spare parts and $109 million in
cash charges primarily for impairment of ROU assets and lease return costs.

(5)The 2020 labor contract expenses primarily related to one-time charges due to
the ratification of a new contract with the TWU-IAM Association for American's
maintenance and fleet service team members, including signing bonuses and
adjustments to vacation accruals resulting from pay rate increases.
                                       80
--------------------------------------------------------------------------------


  Table of Contents

Nonoperating Results


                                           Year Ended                                 Percent
                                          December 31,              Increase          Increase
                                       2021            2020        (Decrease)        (Decrease)
                                             (In millions, except percentage changes)
Interest income                   $       34         $   337      $      (303)         (90.0)
Interest expense, net                 (1,642)         (1,171)            (471)          40.3
Other income, net                        292             155              137           87.7

Total nonoperating expense, net $ (1,316) $ (679) $ (637) 94.0




Interest income decreased in 2021 compared to 2020 primarily as a result of
lower interest-bearing related party receivables from American's parent company,
AAG and lower returns on American's short-term investments. Interest expense,
net increased in 2021 compared to 2020 primarily due to the issuance of debt,
including $10.0 billion associated with the AAdvantage Financing, to improve
American's liquidity position in response to the COVID-19 pandemic. See Note 3
to American's Consolidated Financial Statements in Part II, Item 8B for further
information on the AAdvantage Financing.

In 2021, other nonoperating income, net included $335 million of non-service
related pension and other postretirement benefit plan income, offset in part by
$60 million of net special charges principally for mark-to-market net unrealized
losses associated with American's equity investments in China Southern Airlines
and Vertical and certain treasury rate lock derivative instruments and non-cash
charges associated with debt refinancings and extinguishments.

In 2020, other nonoperating income, net included $329 million of non-service
related pension and other postretirement benefit plan income. This income was
offset in part by $170 million of net special charges principally for
mark-to-market unrealized losses associated with American's equity investment in
China Southern Airlines and certain treasury rate lock derivative instruments
and $24 million of net foreign currency losses, primarily associated with losses
from Latin American currencies.

Income Taxes

American is a member of AAG's consolidated federal and certain state income tax returns.



In 2021, American recorded an income tax benefit of $500 million at an effective
rate of approximately 22%, which was substantially non-cash. Substantially all
of American's loss before income taxes is attributable to the United States. At
December 31, 2021, American had approximately $17.1 billion of gross federal
NOLs and $2.4 billion of other carryforwards available to reduce future federal
taxable income, of which $7.3 billion will expire beginning in 2024 if unused
and $12.2 billion can be carried forward indefinitely. American also had
approximately $6.0 billion of NOL carryforwards to reduce future state taxable
income at December 31, 2021, which will expire in taxable years 2021 through
2041 if unused.

In 2020, American recorded an income tax benefit of $2.5 billion at an effective rate of approximately 22%, which was substantially non-cash.

See Note 5 to American's Consolidated Financial Statements in Part II, Item 8B for additional information on income taxes.


                                       81
--------------------------------------------------------------------------------

Table of Contents

Liquidity and Capital Resources

Liquidity



At December 31, 2021, AAG had $15.8 billion in total available liquidity and
$990 million in restricted cash and short-term investments. Additional detail
regarding our available liquidity is provided in the table below (in millions):

                                      AAG                       American
                                  December 31,                December 31,
                               2021          2020          2021          2020
Cash                        $    273      $    245      $    265      $    231
Short-term investments        12,158         6,619        12,155         6,617
Undrawn facilities             3,411         7,396         3,411         7,396
Total available liquidity   $ 15,842      $ 14,260      $ 15,831      $ 14,244


Given the actions we have taken in response to the COVID-19 pandemic and our
assumptions about its future impact on travel demand, which could be materially
different due to the inherent uncertainties of the current operating
environment, we expect to meet our cash obligations as well as remain in
compliance with the debt covenants in our existing financing agreements for the
next 12 months based on our current level of unrestricted cash and short-term
investments, our anticipated access to liquidity (including via proceeds from
financings) and projected cash flows from operations.

In the ordinary course of our business, we or our affiliates may, at any time
and from time to time, seek to prepay, retire or repurchase our outstanding debt
through cash purchases and/or exchanges for equity or debt, in open-market
purchases, privately negotiated transactions or otherwise. Such repurchases,
prepayments, retirements or exchanges, if any, will be conducted on such terms
and at such prices as we may determine, and will depend on prevailing market
conditions, our liquidity requirements, contractual restrictions and other
factors. The amounts involved may be material.

Certain Covenants



Certain of our debt financing agreements (including our secured notes, term
loans, revolving credit facilities and spare engine EETCs) contain loan to value
(LTV), collateral coverage or peak debt service coverage ratio covenants and
certain agreements require us to appraise the related collateral annually or
semiannually. Pursuant to such agreements, if the applicable LTV, collateral
coverage or peak debt service coverage ratio exceeds or falls below a specified
threshold, as the case may be, we will be required, as applicable, to pledge
additional qualifying collateral (which in some cases may include cash or
investment securities), withhold additional cash in certain accounts, or to pay
down such financing, in whole or in part, or the interest rate for the relevant
financing will be increased. As of the most recent applicable measurement dates,
we were in compliance with each of the foregoing LTV, collateral coverage and
peak debt service coverage tests. Additionally, a significant portion of our
debt financing agreements contain covenants requiring us to maintain an
aggregate of at least $2.0 billion of unrestricted cash and cash equivalents and
amounts available to be drawn under revolving credit facilities, and our
AAdvantage Financing contains a peak debt service coverage ratio, pursuant to
which failure to comply with a certain threshold may result in early repayment,
in whole or in part, of the AAdvantage Financing. For further information
regarding our debt covenants, see Note 4 to AAG's Consolidated Financial
Statements in Part II, Item 8A and Note 3 to American's Consolidated Financial
Statements in Part II, Item 8B.
                                       82
--------------------------------------------------------------------------------

Table of Contents

Sources and Uses of Cash

For a comparison of the 2020 and 2019 reporting periods, see Part II, Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations - "Sources and Uses of Cash" of our 2020 Form 10-K.

AAG

Operating Activities



Our net cash provided by operating activities was $704 million in 2021 as
compared to net cash used in operating activities of $6.5 billion in 2020, a
$7.2 billion year-over-year increase. In 2021 and 2020, we received cash
proceeds of approximately $4.7 billion and $4.2 billion associated with the PSP
Financial Assistance, respectively. Excluding the PSP Financial Assistance, our
operating cash flows increased $6.7 billion compared to 2020 driven by a
decrease in our pre-tax loss as well as working capital increases principally in
our air traffic liability as demand for travel returned. In addition, during
2021, we made $247 million in contributions to our pension plans and
approximately $520 million in cash payments associated with our voluntary early
retirement programs. Excluding the enhanced healthcare benefits provided to
eligible team members, we estimate cash payments under these programs to be
approximately $170 million in 2022 and approximately $20 million in 2023 and
beyond.

Investing Activities

Our net cash used in investing activities was $6.0 billion and $4.3 billion in 2021 and 2020, respectively.



Our principal investing activities in 2021 included $5.5 billion in net
purchases of short-term investments as well as a $401 million increase in
restricted short-term investments primarily related to collateral associated
with the AAdvantage Financing and collateral held to support workers'
compensation obligations. We had capital expenditures of $208 million, net of
aircraft purchase deposit returns of $996 million, which expenditures
principally related to the harmonization of interior configurations across the
mainline fleet and the purchase of two Airbus A321neo aircraft. Additionally, we
incurred $204 million related to airport construction projects, net of
reimbursements, principally in connection with the renovation and expansion of
Terminal 8 at JFK and the modernization of Terminals 4 and 5 at LAX. These cash
outflows were offset in part by $193 million of proceeds from the sale of
property and equipment principally related to our retired aircraft fleet and
$181 million of proceeds primarily from aircraft sale-leaseback transactions.

Our principal investing activities in 2020 included $3.1 billion in net
purchases of short-term investments, capital expenditures of $2.0 billion for
property and equipment, including 16 Airbus A321neo aircraft, eight Embraer 175
aircraft, three Bombardier CRJ900 aircraft and the harmonization of interior
configurations across the mainline fleet as well as a $308 million increase in
restricted short-term investments primarily related to cash proceeds from
special facility revenue bonds related to JFK. These cash outflows were offset
in part by $665 million of proceeds primarily from aircraft sale-leaseback
transactions, $351 million of proceeds from the sale of property and equipment
and $90 million of proceeds from a vendor.

Financing Activities

Our net cash provided by financing activities was $5.3 billion and $11.0 billion in 2021 and 2020, respectively.



Our principal financing activities in 2021 included $12.2 billion in proceeds
from the issuance of debt, including approximately $10.0 billion associated with
the AAdvantage Financing, $1.0 billion in aggregate principal amount under the
PSP2 Promissory Note, $946 million in aggregate principal amount under the PSP3
Promissory Note and the $150 million issuance of special facility revenue bonds
related to JFK. We also received $460 million in net proceeds from the issuance
of equity pursuant to an at-the-market offering. These cash inflows were offset
in part by $7.3 billion in debt repayments, including prepayments totaling $2.8
billion for our revolving credit facilities, $950 million for the April 2016
Spare Parts Term Loan Facility and $550 million of outstanding loans under the
Treasury Loan Agreement and $2.9 billion in scheduled debt repayments. In
addition, we had $209 million of deferred financing cost cash outflows.
                                       83
--------------------------------------------------------------------------------

Table of Contents



Our principal financing activities in 2020 included $11.8 billion in proceeds
from the issuance of debt and $3.0 billion in proceeds from the issuance of
equity. These proceeds principally include $2.8 billion borrowed under the 2014
Revolving Facility, the 2013 Revolving Facility and the April 2016 Revolving
Facility, $2.5 billion in aggregate principal amount of 11.75% senior secured
notes, $1.8 billion in aggregate principal amount under the PSP1 Promissory
Note, $1.2 billion in aggregate principal amount of two series of 10.75% senior
secured notes due 2026, $1.0 billion in aggregate principal amount of AAG's
6.50% convertible senior notes, $1.0 billion under the Delayed Draw Term Loan
Credit Facility, $600 million in connection with the issuance of equipment notes
related to EETCs and the financing of certain aircraft, $550 million under the
Treasury Term Loan Facility, $500 million in aggregate principal amount of 3.75%
unsecured senior notes due 2025 and the $360 million issuance of special
facility revenue bonds as well as $1.7 billion of net proceeds from two
underwritten public offerings of common stock and $869 million of net proceeds
from an at-the-market offering of common stock. These cash inflows were offset
in part by $3.5 billion in debt repayments, consisting of approximately $2.5
billion in scheduled debt repayments, including repayment of $500 million of
4.625% senior notes, and the prepayment of the $1.0 billion Delayed Draw Term
Loan Credit Facility, as well as $216 million in share repurchases and dividend
payments (which occurred in the first quarter of 2020).

American

Operating Activities



American's net cash provided by operating activities was $3.2 billion in 2021 as
compared to net cash used in operating activities of $1.4 billion in 2020, a
$4.6 billion year-over-year increase. In 2021 and 2020, American received cash
proceeds of approximately $4.2 billion and $3.7 billion associated with the PSP
Financial Assistance, respectively. American also had a $2.3 billion net
decrease in intercompany cash receipts principally from AAG's financing
transactions. Excluding the PSP Financial Assistance and decrease in AAG's
financing transactions, American's operating cash flows increased $6.4 billion
compared to 2020 driven by a decrease in its pre-tax loss as well as working
capital increases principally in American's air traffic liability as demand for
travel returned. In addition, during 2021, American made $247 million in
contributions to its pension plans and approximately $520 million in cash
payments associated with American's voluntary early retirement programs.
Excluding the enhanced healthcare benefits provided to eligible team members,
American estimates cash payments under these programs to be approximately
$170 million in 2022 and approximately $20 million in 2023 and beyond.

Investing Activities

American's net cash used in investing activities was $5.9 billion and $4.3 billion in 2021 and 2020, respectively.



American's principal investing activities in 2021 included $5.5 billion in net
purchases of short-term investments as well as a $401 million increase in
restricted short-term investments primarily related to collateral associated
with the AAdvantage Financing and collateral held to support workers'
compensation obligations. American had capital expenditures of $169 million, net
of aircraft purchase deposit returns of $996 million, which expenditures
principally related to the harmonization of interior configurations across the
mainline fleet and the purchase of two Airbus A321neo aircraft. Additionally,
American incurred $204 million related to airport construction projects, net of
reimbursements, principally in connection with the renovation and expansion of
Terminal 8 at JFK and the modernization of Terminals 4 and 5 at LAX. These cash
outflows were offset in part by $192 million of proceeds from the sale of
property and equipment principally related to American's retired aircraft fleet
and $181 million of proceeds primarily from aircraft sale-leaseback
transactions.

American's principal investing activities in 2020 included $3.1 billion in net
purchases of short-term investments, capital expenditures of $1.9 billion for
property and equipment, including 16 Airbus A321neo aircraft, eight Embraer 175
aircraft, three Bombardier CRJ900 aircraft and the harmonization of interior
configurations across the mainline fleet as well as a $308 million increase in
restricted short-term investments primarily related to cash proceeds from
special facility revenue bonds related to JFK. These cash outflows were offset
in part by $665 million of proceeds primarily from aircraft sale-leaseback
transactions, $351 million of proceeds from the sale of property and equipment
and $90 million of proceeds from a vendor.
                                       84
--------------------------------------------------------------------------------

Table of Contents

Financing Activities

American's net cash provided by financing activities was $2.8 billion and $5.8 billion in 2021 and 2020, respectively.



American's principal financing activities in 2021 included $10.2 billion in
proceeds from the issuance of debt, including approximately $10.0 billion
associated with the AAdvantage Financing and the $150 million issuance of
special facility revenue bonds related to JFK. These cash inflows were offset in
part by $7.3 billion in debt repayments, including prepayments totaling $2.8
billion for American's revolving credit facilities, $950 million for the April
2016 Spare Parts Term Loan Facility and $550 million of outstanding loans under
the Treasury Loan Agreement and $2.9 billion in scheduled debt repayments. In
addition, American had $207 million of deferred financing cost cash outflows.

American's principal financing activities in 2020 included $9.0 billion in
proceeds from the issuance of debt, including $2.8 billion borrowed under the
2014 Revolving Facility, the 2013 Revolving Facility and the April 2016
Revolving Facility, $2.5 billion in aggregate principal amount of 11.75% senior
secured notes, $1.2 billion in aggregate principal amount of two series of
10.75% senior secured notes due 2026, $1.0 billion under the Delayed Draw Term
Loan Credit Facility, $600 million in connection with the issuance of equipment
notes related to EETCs and the financing of certain aircraft, $550 million under
the Treasury Term Loan Facility and the $360 million issuance of special
facility revenue bonds. These cash inflows were offset in part by $3.0 billion
in debt repayments, consisting of approximately $2.0 billion in scheduled debt
repayments and the prepayment of the $1.0 billion Delayed Draw Term Loan Credit
Facility.

Commitments

For further information regarding our commitments, see the Notes to AAG's Consolidated Financial Statements in Part II, Item 8A and the Notes to American's Consolidated Financial Statements in Part II, Item 8B at the referenced footnotes below.



                                               AAG         American
Long-term debt and debt covenants            Note 4         Note 3
Leases                                       Note 5         Note 4
Employee benefit plans                       Note 9         Note 8

Commitments, contingencies and guarantees Note 11 Note 10

Off-Balance Sheet Arrangements



An off-balance sheet arrangement is any transaction, agreement or other
contractual arrangement involving an unconsolidated entity under which a company
has (1) made guarantees, (2) a retained or a contingent interest in transferred
assets, (3) an obligation under derivative instruments classified as equity or
(4) any obligation arising out of a material variable interest in an
unconsolidated entity that provides financing, liquidity, market risk or credit
risk support to us, or that engages in leasing, hedging or research and
development arrangements with us.

We have no off-balance sheet arrangements of the types described in the first
three categories above that we believe may have a material current or future
effect on financial condition, liquidity or results of operations.

Pass-Through Trusts



American currently has 344 owned aircraft, 11 leased aircraft and 60 owned spare
aircraft engines, which in each case were financed with EETCs issued by
pass-through trusts. These trusts are off-balance sheet entities, the primary
purpose of which is to finance the acquisition of flight equipment or to permit
issuance of debt backed by existing flight equipment. In the case of aircraft
EETCs, rather than finance each aircraft separately when such aircraft is
purchased, delivered or refinanced, these trusts allow American to raise the
financing for a number of aircraft at one time and, if applicable, place such
funds in escrow pending a future purchase, delivery or refinancing of the
relevant aircraft. Similarly, in the case of the spare engine EETCs, the trusts
allow American to use its existing pool of spare engines to raise financing
under a single facility. The trusts have also been structured to provide for
certain credit enhancements, such as liquidity facilities to cover certain
interest payments, that reduce the risks to the purchasers of the trust
certificates and, as a result, reduce the cost of aircraft financing to
American.

Each trust covers a set number of aircraft or spare engines scheduled to be
delivered, financed or refinanced upon the issuance of the EETC or within a
specific period of time thereafter. At the time of each covered aircraft or
spare engine financing, the relevant trust used the proceeds of the issuance of
the EETC (which may have been available at the time of issuance thereof or held
in escrow until financing of the applicable aircraft following its delivery) to
purchase equipment
                                       85
--------------------------------------------------------------------------------

Table of Contents



notes relating to the financed aircraft or engines. The equipment notes are
issued, at American's election, in connection with a mortgage financing of the
aircraft or spare engines or, in certain cases, by a separate owner trust in
connection with a leveraged lease financing of the aircraft. In the case of a
leveraged lease financing, the owner trust then leases the aircraft to American.
In both cases, the equipment notes are secured by a security interest in the
aircraft or engines, as applicable. The pass-through trust certificates are not
direct obligations of, nor are they guaranteed by, AAG or American. However, in
the case of mortgage financings, the equipment notes issued to the trusts are
direct obligations of American and, in certain instances, have been guaranteed
by AAG. As of December 31, 2021, $9.4 billion associated with these mortgage
financings is reflected as debt in the accompanying consolidated balance sheet.

With respect to leveraged leases, American evaluated whether the leases had
characteristics of a variable interest entity. American concluded the leasing
entities met the criteria for variable interest entities; however, American
concluded it is not the primary beneficiary under these leasing arrangements and
accounts for the majority of its EETC leveraged lease financings as operating
leases. American's total future payments to the trusts of each of the relevant
EETCs under these leveraged lease financings are $20 million as of December 31,
2021, which are reflected in the operating lease obligations in Note 5 to AAG's
Consolidated Financial Statements in Part II, Item 8A and Note 4 to American's
Consolidated Financial Statements in Part II, Item 8B.

Letters of Credit and Other



We provide financial assurance, such as letters of credit, surety bonds or
restricted cash and investments, primarily to support projected workers'
compensation obligations and airport commitments. As of December 31, 2021, we
had $439 million of letters of credit and surety bonds securing various
obligations, of which $94 million is collateralized with our restricted cash.
The letters of credit and surety bonds that are subject to expiration will
expire on various dates through 2025.
                                       86
--------------------------------------------------------------------------------

Table of Contents

Contractual Obligations



The following table provides details of our material cash requirements from
known contractual obligations as of December 31, 2021 (in millions). Except to
the extent set forth in the applicable accompanying footnotes, the table does
not include commitments that are contingent on events or other factors that are
uncertain or unknown at this time.

                                                                                             Payments Due by Period
                                                                                                                                       2027 and
                                              2022              2023              2024              2025              2026            Thereafter             Total
American (a)
Long-term debt:
Principal amount (b), (d) (See Note 3)     $  1,637          $  4,167

$ 3,467 $ 7,749 $ 4,412 $ 10,353

   $ 31,785
Interest obligations (c), (d)                 1,544             1,537             1,373             1,180              618                   762       

7,014


Finance lease obligations (See Note 4)          215               183               180               113               87                    77        

855


Aircraft and engine purchase commitments
(e) (See Note 10(a))                          1,987             1,851             3,358             3,535            1,663                   688       

13,082


Operating lease commitments (See Note 4)      1,957             1,899             1,576             1,210              936                 4,684       

12,262


Regional capacity purchase agreements (f)
(See Note 10(b))                              1,495             1,834             1,875             1,729            1,123                 2,317       

10,373


Minimum pension obligations (g) (See Note
8)                                                -                31                23                 -                -                     -        

54


Retiree medical and other postretirement
benefits (See Note 8)                            94                89                84                81               78                   312        

738


Other purchase obligations (h) (See
Note 10(a))                                   4,364             1,758             1,416               154              610                   942       

9,244

Total American Contractual Obligations $ 13,293 $ 13,349

$ 13,352 $ 15,751 $ 9,527 $ 20,135

$ 85,407



AAG Parent and Other AAG Subsidiaries (a)
Long-term debt:
Principal amount (b) (See Note 4)          $    750          $      -       

$ - $ 1,500 $ - $ 3,746

   $  5,996
Interest obligations (c)                        140               121               121               133              125                   649        

1,289


Operating lease commitments (See Note 5)         16                14                12                 7                5                    14        

68


Minimum pension obligations (g) (See Note
9)                                                -                 1                 -                 -                -                     1        

2

Total AAG Contractual Obligations $ 14,199 $ 13,485

   $ 13,485          $ 17,391          $ 9,657          $     24,545          $ 92,762

(a)For additional information, see the Notes to AAG's and American's Consolidated Financial Statements in Part II, Items 8A and 8B, respectively, referenced in the table above.

(b)Amounts represent contractual amounts due. Excludes $428 million and $30 million of unamortized debt discount, premium and issuance costs as of December 31, 2021 for American and AAG Parent, respectively.

(c)For variable-rate debt, future interest obligations are estimated using the current forward rates at December 31, 2021.

(d)Includes $9.4 billion of future principal payments and $1.5 billion of future interest payments as of December 31, 2021, related to EETCs associated with mortgage financings of certain aircraft and spare engines.



(e)See Part I, Item 2. Properties - "Aircraft and Engine Purchase Commitments"
for additional information about the firm commitment aircraft delivery schedule,
in particular the footnote to the table thereunder as to potential changes to
such delivery schedule. Due to uncertainty surrounding the timing of delivery of
certain aircraft, the amounts in the table represent our most current estimate;
however, the actual delivery schedule may differ from the table above,
potentially materially. Additionally, the amounts in the table exclude 10 and
three Boeing 787-8 aircraft scheduled to be delivered in 2022 and 2023,
respectively, as well as four and one Boeing 787-9 aircraft scheduled to be
delivered in 2023 and 2024, respectively, in each case, for which we have
obtained committed lease financing. This financing is reflected in the operating
lease commitments line above.
                                       87
--------------------------------------------------------------------------------

Table of Contents



(f)Represents minimum payments under capacity purchase agreements with
third-party regional carriers. These commitments are estimates of costs based on
assumed minimum levels of flying under the capacity purchase agreements and our
actual payments could differ materially. Rental payments under operating leases
for certain aircraft flown under these capacity purchase agreements are
reflected in the operating lease commitments line above.

(g)Represents minimum pension contributions based on actuarially determined
estimates as of December 31, 2021 and is based on estimated payments through
2031. On March 11, 2021, the ARP was enacted, which included funding relief
provisions benefiting single employer qualified retirement benefit pension plans
such as those sponsored by American.

(h)Includes purchase commitments for aircraft fuel, flight equipment maintenance, construction projects and information technology support.

Capital Raising Activity and Other Possible Actions



In light of the cash needs imposed by the current operating losses due to
reduced demand in response to the COVID-19 pandemic as well as our significant
financial commitments related to, among other things, the servicing and
amortization of existing debt and equipment leasing arrangements, new flight
equipment and pension funding obligations, we and our subsidiaries will
regularly consider, and enter into negotiations related to, capital raising and
liability management activity, which may include the entry into leasing
transactions and future issuances of, and transactions designed to manage the
timing and amount of, secured or unsecured debt obligations or additional equity
securities in public or private offerings or otherwise. The cash available from
operations (if any) and these sources, however, may not be sufficient to cover
our cash obligations because economic factors may reduce the amount of cash
generated by operations or increase costs. For instance, an economic downturn or
general global instability caused by military actions, terrorism, disease
outbreaks (in particular the ongoing global outbreak of COVID-19), natural
disasters or other causes could reduce the demand for air travel, which would
reduce the amount of cash generated by operations. See Part I, Item 1A. Risk
Factors - "The outbreak and global spread of COVID-19 has resulted in a severe
decline in demand for air travel which has adversely impacted our business,
operating results, financial condition and liquidity. The duration and severity
of the COVID-19 pandemic, and similar public health threats that we may face in
the future, could result in additional adverse effects on our business,
operating results, financial condition and liquidity" for additional discussion.
An increase in costs, either due to an increase in borrowing costs caused by a
reduction in credit ratings or a general increase in interest rates, or due to
an increase in the cost of fuel, maintenance, aircraft, aircraft engines or
parts, could decrease the amount of cash available to cover cash contractual
obligations. Moreover, certain of our financing arrangements contain significant
minimum cash balance or similar liquidity requirements. As a result, we cannot
use all of our available cash to fund operations, capital expenditures and cash
obligations without violating these requirements. See Note 4 to AAG's
Consolidated Financial Statements in Part II, Item 8A and Note 3 to American's
Consolidated Financial Statements in Part II, Item 8B for information regarding
our financing arrangements.

In the past, we have from time to time refinanced, redeemed or repurchased our
debt and taken other steps to reduce or otherwise manage the aggregate amount
and cost of our debt, lease and other obligations or otherwise improve our
balance sheet. Going forward, depending on market conditions, our cash position
and other considerations, we may continue to take such actions.
                                       88
--------------------------------------------------------------------------------


  Table of Contents

OTHER INFORMATION

Basis of Presentation

See Note 1 to AAG's Consolidated Financial Statements in Part II, Item 8A and
Note 1 to American's Consolidated Financial Statements in Part II, Item 8B for
information regarding the basis of presentation.

Critical Accounting Policies and Estimates



The preparation of financial statements in accordance with GAAP requires
management to make certain estimates and assumptions that affect the reported
amounts of assets and liabilities, revenues and expenses, and the disclosure of
contingent assets and liabilities at the date of the financial statements. We
believe our estimates and assumptions are reasonable; however, actual results
could differ from those estimates. Critical accounting policies are defined as
those that are reflective of significant judgments and uncertainties and could
potentially result in materially different results under different assumptions
and conditions. We have identified the following critical accounting policies
that impact the preparation of our consolidated financial statements. See the
"Basis of Presentation and Summary of Significant Accounting Policies" included
in Note 1 to each of AAG's and American's Consolidated Financial Statements in
Part II, Item 8A and 8B, respectively, for additional discussion of the
application of these estimates and other accounting policies.

Passenger Revenue



We recognize all revenues generated from transportation on American and our
regional flights operated under the brand name American Eagle, including
associated baggage fees and other inflight services, as passenger revenue when
transportation is provided. Ticket and other related sales for transportation
that has not yet been provided are initially deferred and recorded as air
traffic liability on our consolidated balance sheets. The air traffic liability
principally represents tickets sold for future travel on American and partner
airlines, as well as estimated future refunds and exchanges of tickets sold for
past travel.

The majority of tickets sold are nonrefundable. A small percentage of tickets,
some of which are partially used tickets, expire unused. Due to complex pricing
structures, refund and exchange policies, and interline agreements with other
airlines, certain amounts are recognized in passenger revenue using estimates
regarding both the timing of the revenue recognition and the amount of revenue
to be recognized. These estimates are generally based on the analysis of our
historical data. We have consistently applied this accounting method to estimate
revenue from unused tickets at the date of travel. Estimated future refunds and
exchanges included in the air traffic liability are routinely evaluated based on
subsequent activity to validate the accuracy of our estimates. Any adjustments
resulting from periodic evaluations of the estimated air traffic liability are
included in passenger revenue during the period in which the evaluations are
completed. While the contract duration of passenger tickets is generally one
year, in response to the COVID-19 pandemic, we extended the contract duration
for certain tickets to March 31, 2022, principally those tickets which were
scheduled to expire from March 1, 2020 through March 31, 2021. Additionally,
tickets to certain international destinations have extended contract duration to
December 31, 2022. We also have eliminated change fees for most domestic and
international tickets providing more flexibility for customers to change travel
plans. Given these changes and the uncertainty surrounding the future demand for
air travel, our estimates of revenue that will be recognized from the air
traffic liability for future flown or unused tickets as well as our estimates of
refunds may be subject to variability and differ from historical experience.

Various taxes and fees assessed on the sale of tickets to end customers are collected by us as an agent and remitted to taxing authorities. These taxes and fees have been presented on a net basis in the accompanying consolidated statements of operations and recorded as a liability until remitted to the appropriate taxing authority.


                                       89
--------------------------------------------------------------------------------

Table of Contents

Loyalty Revenue



We currently operate the loyalty program, AAdvantage. This program awards
mileage credits to passengers who fly on American, any oneworld airline or other
partner airlines, or by using the services of other program participants, such
as our co-branded credit cards, and certain hotels and car rental companies.
Mileage credits can be redeemed for travel on American and other participating
partner airlines, as well as other non-air travel awards such as hotels and
rental cars. For mileage credits earned by AAdvantage loyalty program members,
we apply the deferred revenue method. In response to the COVID-19 pandemic, we
suspended the expiration of mileage credits through March 31, 2022 and
eliminated mileage reinstatement fees for canceled award tickets.

Mileage credits earned through travel



For mileage credits earned through travel, we apply a relative selling price
approach whereby the total amount collected from each passenger ticket sale is
allocated between the air transportation and the mileage credits earned. The
portion of each passenger ticket sale attributable to mileage credits earned is
initially deferred and then recognized in passenger revenue when mileage credits
are redeemed and transportation is provided. The estimated selling price of
mileage credits is determined using an equivalent ticket value approach, which
uses historical data, including award redemption patterns by geographic region
and class of service, as well as similar fares as those used to settle award
redemptions. The estimated selling price of miles is adjusted for an estimate of
mileage credits that will not be redeemed using a statistical model based on
historical redemption patterns to develop an estimate of the likelihood of
future redemption. Given the inherent uncertainty of the current operating
environment due to the COVID-19 pandemic, we will continue to monitor redemption
patterns and may adjust our estimates in the future. For the year ended
December 31, 2021, a hypothetical 10% increase in the estimated selling price of
miles would have decreased revenues by approximately $55 million as a result of
additional amounts deferred from passenger ticket sales to be recognized in
future periods.

Mileage credits sold to co-branded credit cards and other partners



We sell mileage credits to participating airline partners and non-airline
business partners, including our co-branded credit card partners, under
contracts with terms extending generally for one to five years. Consideration
received from the sale of mileage credits is variable and payment terms
typically are within 30 days subsequent to the month of mileage sale. Sales of
mileage credits to non-airline business partners are comprised of two
components, transportation and marketing. We allocate the consideration received
from these sales of mileage credits based on the relative selling price of each
product or service delivered.

Our most significant partner agreements are our co-branded credit card
agreements with Citi and Barclaycard US. We identified the following revenue
elements in these co-branded credit card agreements: the transportation
component; and the use of intellectual property, including the American brand
and access to loyalty program member lists, which is the predominant element in
the agreements, as well as advertising (collectively, the marketing component).
Accordingly, we recognize the marketing component in other revenue in the period
of the mileage sale following the sales-based royalty method.

The transportation component represents the estimated selling price of future
travel awards and is determined using the same equivalent ticket value approach
described above. The portion of each mileage credit sold attributable to
transportation is initially deferred and then recognized in passenger revenue
when mileage credits are redeemed and transportation is provided.

For the portion of our outstanding mileage credits that we estimate will not be
redeemed, we recognize the associated value proportionally as the remaining
mileage credits are redeemed. Our estimates use a statistical model based on
historical redemption patterns to develop an estimate of the likelihood of
future redemption. For the year ended December 31, 2021, a hypothetical 10%
increase in our estimate of miles not expected to be redeemed would have
increased revenues by approximately $70 million.
                                       90
--------------------------------------------------------------------------------

Table of Contents

Pensions and Retiree Medical and Other Postretirement Benefits



We recognize the funded status (i.e., the difference between the fair value of
plan assets and the projected benefit obligations) of our pension and retiree
medical and other postretirement benefits plans on the consolidated balance
sheets with a corresponding adjustment to accumulated other comprehensive income
(loss).

Our pension and retiree medical and other postretirement benefits costs and
liabilities are calculated using various actuarial assumptions and
methodologies. We use certain assumptions including, but not limited to, the
selection of the: (1) discount rate and (2) expected return on plan assets (as
discussed below). These assumptions as of December 31 were:

                                                                       2021                    2020
Pension weighted average discount rate (1)                                  3.0  %                  2.7  %

Retiree medical and other postretirement benefits weighted average discount rate (1)

                                                   2.8  %                  2.4  %
Expected rate of return on plan assets (2)                                  8.0  %                  8.0  %




(1)When establishing our discount rate to measure our obligations, we match high
quality corporate bonds available in the marketplace whose cash flows
approximate our projected benefit disbursements. Lowering the discount rate by
50 basis points as of December 31, 2021 would increase our pension and retiree
medical and other postretirement benefits obligations by approximately $1.2
billion and $40 million, respectively, and decrease estimated 2022 pension and
retiree medical and other postretirement benefits expense by approximately $10
million and $1 million, respectively.

(2)The expected rate of return on plan assets is based upon an evaluation of our
historical trends and experience, taking into account current and expected
market conditions and our target asset allocation of 30% fixed income
securities, 24% U.S. stocks, 22% alternative (private) investments, 16%
developed international stocks and 8% emerging market stocks. The expected rate
of return on plan assets component of our net periodic benefit cost is
calculated based on the fair value of plan assets and our target asset
allocation. Lowering the expected long-term rate of return on plan assets by 50
basis points as of December 31, 2021 would increase estimated 2022 pension
expense and retiree medical and other postretirement benefits expense by
approximately $70 million and $1 million, respectively.

During 2021, we reviewed and revised certain economic and demographic
assumptions including the pension and retiree medical and other postretirement
benefits discount rates and health care cost trend rates. The net effect of
changing these assumptions for the pension plans resulted in a decrease of $720
million in the projected benefit obligation at December 31, 2021. The net effect
of changing these assumptions for retiree medical and other postretirement
benefits plans resulted in a decrease of $32 million in the accumulated
postretirement benefit obligation at December 31, 2021. We also revised our
mortality assumptions to incorporate the new improvement scale issued by the
Society of Actuaries. This resulted in an increase in our pension and retiree
medical and other postretirement benefit obligations by $57 million and less
than $1 million, respectively.

See Note 9 to AAG's Consolidated Financial Statements in Part II, Item 8A and
Note 8 to American's Consolidated Financial Statements in Part II, Item 8B for
additional information regarding our employee benefit plans.

Income Taxes



Income taxes are accounted for under the asset and liability method. Deferred
tax assets and liabilities are recognized for the future tax consequences
attributable to differences between the financial statement carrying amounts of
existing assets and liabilities and their respective tax bases and operating
loss and tax credit carryforwards. Deferred tax assets and liabilities are
recorded net as noncurrent deferred income taxes.

Our ability to use our NOLs and other carryforwards depends on the amount of
taxable income generated in future periods. We provide a valuation allowance for
our deferred tax assets when it is more likely than not that some portion, or
all of our deferred tax assets, will not be realized. We consider all available
positive and negative evidence and make certain assumptions in evaluating the
realizability of our deferred tax assets. Many factors are considered that
impact our assessment of future profitability, including conditions which are
beyond our control, such as the health of the economy, the availability and
price volatility of aircraft fuel and travel demand.

We presently have a $34 million valuation allowance on certain net deferred tax
assets related to state NOL carryforwards. There can be no assurance that an
additional valuation allowance on our net deferred tax assets will not be
required. Such valuation allowance could be material.
                                       91
--------------------------------------------------------------------------------

Table of Contents

Recent Accounting Pronouncements

Accounting Standards Update (ASU) 2020-06: Accounting for Convertible Instruments and Contracts In An Entity's Own Equity (the New Convertible Debt Standard)



The New Convertible Debt Standard simplifies the accounting for certain
convertible instruments by removing the separation models for convertible debt
with a cash conversion feature and for convertible instruments with a beneficial
conversion feature. As a result, more convertible debt instruments will be
reported as a single liability instrument with no separate accounting for
embedded conversion features. Additionally, the New Convertible Debt Standard
amends the diluted earnings per share calculation for convertible instruments by
requiring the use of the if-converted method. The treasury stock method is no
longer available. Entities may adopt the New Convertible Debt Standard using
either a full or modified retrospective approach, and it is effective for
interim and annual reporting periods beginning after December 15, 2021. Early
adoption is permitted for interim and annual reporting periods beginning after
December 15, 2020. The New Convertible Debt Standard is applicable to our 6.50%
convertible senior notes due 2025 (the Convertible Notes). We early adopted the
New Convertible Debt Standard as of January 1, 2021 using the modified
retrospective method to recognize the Convertible Notes as a single liability
instrument. As of January 1, 2021, we recorded a $415 million ($320 million net
of tax) reduction to additional paid-in capital to remove the equity component
of the Convertible Notes from our consolidated balance sheet and a $19 million
cumulative effect adjustment credit, net of tax, to retained deficit related to
non-cash debt discount amortization recognized in periods prior to adoption
resulting in a corresponding reduction of $389 million to the debt discount
associated with the Convertible Notes. See Note 4(h) to AAG's Consolidated
Financial Statements in Part II, Item 8A for additional information on the
Convertible Notes.

ASU 2019-12: Simplifying the Accounting for Income Taxes (Topic 740)



This standard simplifies the accounting and disclosure requirements for income
taxes by clarifying the existing guidance to improve consistency in the
application of Accounting Standards Codification 740. This standard also removed
the requirement to calculate income tax expense for the stand-alone financial
statements of wholly-owned subsidiaries that are not subject to income tax. We
adopted this standard effective January 1, 2021, and it did not have a material
impact on our consolidated financial statements.

ASU 2021-10: Disclosures by Business Entities about Government Assistance (Topic 832)



This standard provides guidance on the disclosure requirements for business
entities receiving government assistance. Specifically, entities are required to
disclose information about the nature of the assistance received, including the
related accounting, the affected line items on the financial statements and
amounts, and the significant terms and conditions, including any commitments and
contingencies. This standard is effective for annual periods beginning after
December 15, 2021, and early adoption is permitted. We adopted this standard as
of December 31, 2021. See Note 1(b) in each of AAG's and American's Consolidated
Financial Statements in Part II, Items 8A and 8B, respectively, for disclosure
related to the financial assistance we have received from Treasury.

© Edgar Online, source Glimpses