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US Airways Group, Inc. Announces Pricing of 15,200,000 Shares of Common Stock and $150 Million in Convertible Senior Notes

Dépèche transmise le 8 mai 2009 par Business Wire

US Airways Group, Inc. Announces Pricing of 15,200,000 Shares of Common Stock and $150 Million in Convertible Senior Notes

TEMPE, Ariz.--(BUSINESS WIRE)--US Airways Group, Inc. (NYSE: LCC) (“US Airways” or the “Company”) announced today the pricing of its offering of 15,200,000 shares of common stock at an offering price of $3.97 per share. US Airways also announced today the pricing of its offering of $150 million aggregate principal amount of its convertible senior notes due 2014, increased from the previously announced $75 million. The notes will pay interest semi-annually at a rate of 7.25 percent per annum, and are convertible at any time prior to the close of business on the second scheduled trading day immediately preceding the maturity date of the notes. The initial conversion rate for the notes is 218.8184 shares of US Airways common stock per $1,000 principal amount of notes (representing an initial conversion price of approximately $4.57 per share of common stock), subject to adjustment in certain circumstances. The initial conversion price represents a conversion premium of 15 percent over the last reported sale price of the common stock on the New York Stock Exchange on May 7, 2009, of $3.97 per share. Upon conversion, US Airways will pay or deliver, as the case may be, cash, shares of its common stock or a combination thereof at its election, in respect of the conversion value. Holders of the notes have the right to require US Airways to repurchase for cash all or some of their notes upon the occurrence of certain events. The notes will be senior unsecured obligations and will rank equally with all of US Airways’ other existing and future senior unsecured debt.

US Airways granted the underwriters of the common stock and the notes an option to purchase up to an additional 2,280,000 shares of common stock and $22.5 million aggregate principal amount of the notes solely to cover over-allotments, if any. Completion of each offering is subject to customary closing conditions, and each offering is expected to close on May 13, 2009.

The aggregate net proceeds to the Company from the common stock and convertible notes offerings, after underwriting discounts and estimated offering expenses, is $203 million. US Airways intends to use the proceeds from the common stock and convertible notes offerings for general corporate purposes.

Citi and Morgan Stanley are the joint book-running managers for both offerings.

The shares of common stock and the notes are being offered under the Company’s existing effective shelf registration statement. For each offering, a prospectus supplement and accompanying prospectus describing the terms of the offering will be filed with the Securities and Exchange Commission. Copies of both prospectus supplements and the accompanying prospectus may be obtained from Citi, Brooklyn Army Terminal, 140 58^th Street, 8^th Floor, Brooklyn, New York 11220 (tel: 718-765-6732) and from Morgan Stanley, 180 Varick Street, Second Floor, New York, New York 10014, Attention: Prospectus Department (email: [email protected]).

This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sales of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction. (LCCF)

Forward Looking Statements

Certain of the statements contained herein should be considered “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These forward looking statements may be identified by words such as “may,” “will,” “expect,” “intend,” “anticipate,” “believe,” “estimate,” “plan,” “could,” “should,” and “continue.” In particular, the closing of the offerings described above are subject to customary conditions, not all of which are within US Airways’ control. These statements are based upon the current beliefs and expectations of the Company’s management and are subject to significant risks and uncertainties. Such risks and uncertainties include, but are not limited to, the following: the impact of high fuel costs, significant disruptions in fuel supply and further significant increases to fuel prices; the impact of future significant operating losses; the Company’s high level of fixed obligations (including compliance with financial covenants related to those obligations) and the ability of the Company to obtain and maintain any necessary financing for operations and other purposes; the impact of changes in the Company’s business model; the ability of the Company to maintain adequate liquidity; changes in prevailing interest rates and increased costs of financing; the impact of economic conditions; the ability of the Company to obtain and maintain commercially reasonable terms with vendors and service providers and reliance on those vendors and service providers; reliance on third party service providers and the impact of any failure or disruption by these providers; labor costs, relations with unionized employees generally and the impact and outcome of the labor negotiations; reliance on automated systems and the impact of any failure or disruption of these systems; the impact of industry consolidation; competitive practices in the industry, including significant fare restructuring activities, capacity reductions or other restructuring or consolidation activities by major airlines; the ability to attract and retain qualified personnel; the impact of global instability including the potential impact of current and future hostilities, terrorist attacks, infectious disease outbreaks (including H1N1) or other global events; security related and insurance costs; government legislation and regulation, including environmental regulation; the Company’s ability to obtain and maintain adequate facilities and infrastructure to operate and grow the Company’s network; costs of ongoing data security compliance requirements and the impact of any data security breach; interruptions or disruptions in service at one or more of the Company’s hub airports; the impact of any accident involving the Company’s aircraft; delays in scheduled aircraft deliveries or other loss of anticipated fleet capacity; weather conditions; the cyclical nature of the airline industry; the impact of foreign currency exchange rate fluctuations; the ability to use NOLs and certain other tax attributes; ability to integrate management, operations and labor groups; the ability to maintain contracts critical to the Company’s operations; the ability of the Company to attract and retain customers; and other risks and uncertainties listed from time to time in the Company’s reports to the SEC. There may be other factors not identified above of which the Company is not currently aware that may affect matters discussed in the forward-looking statements, and may also cause actual results to differ materially from those discussed. The Company assumes no obligation to publicly update any forward-looking statement to reflect actual results, changes in assumptions or changes in other factors affecting such estimates other than as required by law. Additional factors that may affect the future results of the Company are set forth in the section entitled “Risk Factors” in the Company’s Report on Form 10-Q for the quarter ended March 31, 2009 and in the Company’s other reports and filings with the SEC, which are available at www.usairways.com.