US Airways, Inc. Announces Pricing Of $546 Million Aircraft Financing

    US Airways, Inc. Announces Pricing Of $546 Million Aircraft Financing

PR Newswire

TEMPE, Ariz., Nov. 29, 2012

TEMPE, Ariz., Nov. 29, 2012 /PRNewswire/ -- US Airways, Inc. ("US Airways" or
the "Company"), a wholly-owned subsidiary of US Airways Group, Inc. (NYSE:
LCC) ("US Airways Group"), announced today that it priced an offering of two
classes of enhanced equipment trust certificates (the "Certificates") in the
aggregate face amount of approximately $546 million. The Company intends to
use the proceeds from the offering to finance its purchase of eleven Airbus
aircraft scheduled to be delivered from May 2013 to October 2013 and to use
the balance, if any, for general corporate purposes.


The $546 million financing is comprised of approximately $418 million of Class
A certificates with a final expected distribution date of June 3, 2025 and
approximately $128 million of Class B certificates with a final expected
distribution date of June 3, 2021. The Certificates are expected to be issued
on December 13, 2012, subject to customary closing conditions.

Citigroup Global Markets Inc. acted as structuring agent for the offering.
Citigroup Global Markets Inc., Goldman, Sachs & Co. and Morgan Stanley & Co.
LLC acted as joint book-running managers for the offering; Barclays Capital
Inc. and Merrill Lynch, Pierce, Fenner & Smith Incorporated acted as
co-managers for the offering.

The Certificates have been offered under the Company's existing effective
shelf registration statement on Form S-3 previously filed with the Securities
and Exchange Commission. A prospectus supplement and accompanying prospectus
describing the terms of the offering has been filed with the Securities and
Exchange Commission. Copies of both the prospectus supplement and the
accompanying prospectus for the offering may be obtained from Citigroup (tel:
1-212-723-6171), Goldman, Sachs & Co. (tel: 1-866-471-2526), Morgan Stanley
(tel: 1-866-718-1649), Barclays (tel: 1-888-603-5847) or BofA Merrill Lynch
(tel: 1-800-294-1322).

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

Forward-Looking Statements

Certain of the statements contained or referred to herein are "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," "project," "could," "should," "would," "continue" and similar terms
used in connection with statements regarding, among others, the outlook,
expected fuel costs, revenue and pricing environment, and expected financial
performance and liquidity position of the Company. Such statements include,
but are not limited to, statements about future financial and operating
results, the Company's plans, objectives, expectations and intentions, and
other statements that are not historical facts. These statements are based
upon the current beliefs and expectations of the Company's management and are
subject to significant risks and uncertainties that could cause the Company's
actual results and financial position to differ materially from these
statements. Such risks and uncertainties include, but are not limited to, the
following: the impact of significant operating losses in the future; downturns
in economic conditions and their impact on passenger demand, booking practices
and related revenues; the impact of the price and availability of fuel and
significant disruptions in the supply of aircraft fuel; competitive practices
in the industry, including the impact of industry consolidation; increased
costs of financing, a reduction in the availability of financing and
fluctuations in interest rates; the Company's high level of fixed obligations
and ability to fund general corporate requirements, obtain additional
financing and respond to competitive developments; any failure to comply with
the liquidity covenants contained in financing arrangements; provisions in
credit card processing and other commercial agreements that may affect the
Company's liquidity; the impact of union disputes, employee strikes and other
labor-related disruptions; the inability to maintain labor costs at
competitive levels; interruptions or disruptions in service at one or more of
the Company's hub airports or focus city; regulatory changes affecting the
allocation of slots; the Company's reliance on third-party regional operators
or third-party service providers; the Company's reliance on and costs, rights
and functionality of third-party distribution channels, including those
provided by global distribution systems, conventional travel agents and online
travel agents; changes in government regulation; the impact of changes to the
Company's business model the loss of key personnel or inability to attract and
retain qualified personnel; the impact of conflicts overseas or terrorist
attacks, and the impact of ongoing security concerns; the Company's ability to
operate and grow its route network; the impact of environmental regulation;
the Company's reliance on technology and automated systems and the impact of
any failure or disruption of, or delay in, these technologies or systems;
costs of ongoing data security compliance requirements and the impact of any
significant data security breach; the impact of any accident involving the
Company's aircraft or the aircraft of its regional operators; delays in
scheduled aircraft deliveries or other loss of anticipated fleet capacity; the
Company's dependence on a limited number of suppliers for aircraft, aircraft
engines and parts; the Company's ability to operate profitably out of
Philadelphia International Airport; the impact of weather conditions and
seasonality of airline travel; the impact of possible future increases in
insurance costs or reductions in available insurance coverage; the impact of
global events that affect travel behavior, such as an outbreak of a contagious
disease; the impact of foreign currency exchange rate fluctuations; the
Company's ability to use NOLs and certain other tax attributes; and other
risks and uncertainties listed from time to time in the Company's reports to
and filings with the Securities and Exchange Commission ("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 or supplement 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. In addition, the success of the offering described above and the sale of
the Certificates are subject to market and other conditions, not all of which
are within the Company's control. There is no assurance that the Company will
successfully complete the proposed offering on the anticipated terms or at
all. 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 September 30, 2012 and in the Company's other
filings with the SEC. (LCCF)


SOURCE US Airways, Inc.

Contact: Dan Cravens, +1-480-693-5729
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