Issuer Free Writing Prospectus
Filed Pursuant to Rule 433(d)
Registration No. 333-230087
March 6, 2019
Delta Air Lines, Inc. (“Delta”)
(NYSE Symbol: DAL)
2019-1 Pass Through Trusts
Class AA and Class A Pass Through Certificates, Series 2019-1
Pricing Supplement dated March 6, 2019 to the preliminary prospectus supplement dated March 6, 2019 (the “Preliminary Prospectus Supplement”) relating to the Class AA Certificates and the Class A Certificates referred to below of Delta.
The information in this Pricing Supplement amends and supplements the Preliminary Prospectus Supplement to provide for the concurrent offerings of the Class AA Certificates and the Class A Certificates pursuant to, and on the terms and conditions described in, the Preliminary Prospectus Supplement. The information in this Pricing Supplement supersedes the information in the Preliminary Prospectus Supplement to the extent inconsistent with the information in the Preliminary Prospectus Supplement.
Terms used but not defined herein shall have the meanings set forth in the Preliminary Prospectus Supplement.
| Securities: |
Class AA Pass Through Certificates, Series 2019-1AA (the “Class AA Certificates”) |
Class A Pass Through Certificates, Series 2019-1A (the “Class A Certificates”) | ||
| Amount: |
$425,000,000 | $75,000,000 | ||
| Public Offering Price: |
100% | 100% | ||
| CUSIP: |
24737B AA3 | 24737R AA8 | ||
| ISIN: |
US24737BAA35 | US24737RAA86 | ||
| Coupon/Stated Interest Rate: |
3.204% | 3.404% | ||
| Regular Distribution Dates: |
April 25 and October 25 of each year, commencing on October 25, 2019 | |||
| Make-Whole Spread Over Treasuries: |
0.125% | 0.150% | ||
| Liquidity Provider Rating: |
The Liquidity Provider currently meets the Liquidity Threshold Rating requirement. | |||
| Initial “Maximum Commitment” under the Liquidity Facilities: |
$22,014,150 | $4,127,350 | ||
| Spread to Benchmark Treasury: |
+70 bps | + 90 bps | ||
| Benchmark Treasury Price and Yield: |
99-12 3⁄4 / 2.504% | |||
| Benchmark Treasury: |
2.375% UST due February 29, 2024 | |||
| Underwriters Purchase Commitments: |
||||
| Credit Suisse Securities (USA) LLC |
$74,377,000 | $13,128,000 | ||
| Citigroup Global Markets Inc. |
$74,375,000 | $13,125,000 | ||
| Deutsche Bank Securities Inc. |
$74,375,000 | $13,125,000 | ||
| Wells Fargo Securities, LLC |
$74,375,000 | $13,125,000 | ||
| Merrill Lynch, Pierce, Fenner & Smith Incorporated |
$13,222,000 | $ 2,333,000 | ||
| Barclays Capital Inc. |
$13,222,000 | $ 2,333,000 | ||
| BNP Paribas Securities Corp. |
$13,222,000 | $2,333,000 | ||
| Goldman Sachs & Co. LLC |
$13,222,000 | $2,333,000 | ||
| J.P. Morgan Securities LLC |
$13,222,000 | $2,333,000 | ||
| Morgan Stanley & Co. LLC |
$13,222,000 | $2,333,000 | ||
| PNC Capital Markets LLC |
$13,222,000 | $2,333,000 | ||
| SMBC Nikko Securities America, Inc. |
$13,222,000 | $2,333,000 | ||
| Standard Chartered Bank |
$13,222,000 | $2,333,000 | ||
| C.L. King & Associates, Inc. |
$ 4,250,000 | $ 750,000 | ||
| Siebert Cisneros Shank & Co., L.L.C. |
$ 4,250,000 | $ 750,000 | ||
| Aggregate Underwriting Commission: |
$5,000,000 | |||
| Concession to Selling Group Members: |
0.50% | 0.50% | ||
| Discount to Brokers/Dealers: |
0.25% | 0.25% | ||
| Settlement: |
March 13, 2019 (T+5) closing date, the 5th business day following the date hereof. | |||
Delta has filed a registration statement (No. 333-230087) (including a prospectus) and a related prospectus supplement with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement, the prospectus supplement and other documents Delta has filed with the SEC for more complete information about Delta and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, any underwriter or any dealer participating in the offering will arrange to send you the prospectus and prospectus supplement if you request them by calling Credit Suisse Securities (USA) LLC toll-free at 1-800-221-1037.