Issuer Free Writing Prospectus

Filed Pursuant to Rule 433(d)

Registration No. 333-206258

August 10, 2015

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DELTA
DAL 2015-1 EETC Investor Presentation
August 10, 2015

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DELTA
Safe Harbor
This Investor Presentation contains various projections and other forward-looking statements which represent Delta’s estimates or expectations regarding future events. All forward-looking statements involve a number of assumptions, risks and uncertainties, many of which are beyond Delta’s control, that could cause the actual results to differ materially from the projected results. Factors which could cause such differences include, without limitation, business, economic, competitive, industry, regulatory, market and financial uncertainties and contingencies, as well as the “Risk Factors” discussed in Delta’s SEC filings. Caution should be taken not to place undue reliance on Delta’s forward-looking statements, which represent Delta’s views only as of the date of this presentation, and which Delta has no current intention to update.
This Investor Presentation highlights basic information about Delta and this offering. Because it is a summary, it does not contain all of the information that you should consider before investing. Delta has filed a registration statement (including a prospectus) and a related prospectus supplement with the SEC for the offering to which this Investor Presentation relates (the “Prospectus Supplement”). Before you invest, you should read such prospectus and the Prospectus Supplement (including the risk factors described in the Prospectus Supplement) and other documents Delta has filed with the SEC for more complete information about us and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, Delta, any underwriter or any dealer participating in this offering will arrange to send you the prospectus and the Prospectus Supplement if you request it by calling Morgan Stanley & Co. LLC at 1-800-718-1649 or Credit Suisse toll-free at 1-800-221-1037.
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DELTA
Transaction Overview
Delta Air Lines, Inc. (“DAL”) is offering $381,973,000 aggregate face amount of Pass Through Certificates in two classes (“DAL 2015-1”), as follows:
Class AA: $312,524,000
Class A: $69,449,000
The Equipment Notes underlying the DAL 2015-1 Pass Through Certificates will have the benefit of a security interest in the following Boeing aircraft delivered to Delta Air Lines:
Fifteen (15) B737-900ER aircraft delivered between September 2013 and February 2014
The EETC Structure will include the following:
Senior Class AA debt amortizing over 11.9 years (8.9-year average life)
Subordinated Class A debt amortizing over 11.9 years (8.9-year average life)
Liquidity Facilities will be provided for three semi-annual interest payments on Class AA and Class A
Sole Structuring Agent: Morgan Stanley
Joint Lead Bookrunners: Morgan Stanley, Credit Suisse, Citigroup, Deutsche Bank, Goldman Sachs
Passive Bookrunners: BNP Paribas, Credit Agricole, Natixis
Liquidity Provider: Commonwealth Bank of Australia, acting through its New York Branch
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Summary of the Certificates Offering
Class AA
Class A
Aggregate Face Amount
$312,524,000
$69,449,000
Expected Ratings (Moody’s/S&P)
Aa3 / AA
A1 / A+
Initial / Highest LTV(1)
45.0%
55.0%
Fixed rate, semiannual payments, 30/360 day count
Fixed rate, semiannual payments, 30/360 day count
Interest Rate
Initial Average Life
8.9
8.9
Regular Distribution Dates
January 30 & July 30
January 30 & July 30
Expected Principal Distribution Window(2)
0.4 - 11.9 years
0.4 - 11.9 years
Final Expected Distribution Date(2)
July 30, 2027
July 30, 2027
Final Legal Distribution Date
January 30, 2029
January 30, 2029
$2,000 and integral multiples of $1,000 in excess thereof
$2,000 and integral multiples of $1,000 in excess thereof
Minimum Denomination(3)
Liquidity Facility Coverage
3 semiannual interest payments
3 semiannual interest payments
1. Initial Loan to Value Ratio calculated as of Issuance Date. The assumed aggregate appraised value of the aircraft on such date is $694,490,000. Appraised value is calculated using the lesser of the mean and median (“LMM”) values of each aircraft as appraised by AISI, BK and MBA. An appraisal is only an estimate of value and should not be relied upon as a measure of realizable value. Please refer to the Preliminary Prospectus Supplement for further details
2. Each series of Equipment Notes will mature on the Final Expected Distribution Date for the related class of certificates
3. The certificates will be issued in minimum denominations of $2,000 (or such other denomination that is the lowest integral multiple of $1,000 that is at the time of issuance equal to at least 1,000 euros) and integral multiples of $1,000 in excess thereof
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DAL 2015-1 Transaction Structure
Consistent with recent US airline EETC Issues without escrow/depositary structure
(1) The Equipment Notes with respect to each Aircraft will be issued under a separate Indenture
(2) The Liquidity Facility for each of the Class AA Certificates and Class A Certificates is expected to be sufficient to cover up to three consecutive semiannual interest payments with respect to such Class
DELTA
Principal and Interest Payments
Indenture / Loan Trustees(1)
Series AA Equipment Notes
Series A Equipment Notes
Equipment Note Payments on all Aircraft
Subordination Agent
Advances and Reimbursements (if any)
Liquidity Providers (2)
Principal, Make-Whole Amount (if any) and Interest Distributions
Class AA Trustee
Class AA Certificate Holders
Class A Trustee
Class A Certificate Holders
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Key Structural Considerations
Documentation consistent with recent U.S. airline precedent EETC structures without escrow/depositary structure(1)
Classes Offered
Two Tranches of amortizing debt are being offered, with the Class AA and Class A each benefiting from a separate liquidity facility covering three semiannual interest payments
Cross-Collateralization and Cross-Default
The Equipment Notes will be cross-collateralized by all Aircraft
All Indentures will include cross-default provisions
Waterfall
Same waterfall both before and after an Indenture Event of Default
Interest on Eligible Pool Balance on the Class A tranche is paid ahead of principal on the Class AA tranche
Buyout Rights
Class A Certificateholders have the right to purchase all (but not less than all) of then outstanding Class AA Certificates at par plus accrued and unpaid interest upon certain events during a Delta Air Lines’ bankruptcy (if any)
Collateral
An important aircraft type in Delta’s fleet operation; specific aircraft were delivered between September 2013 and February 2014
1. See Preliminary Prospectus Supplement for further details
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Collateral Summary
The Equipment Notes underlying DAL 2015-1 will have the following Boeing aircraft as collateral:
The initial aggregate Appraised Value is $694,490,000(1)
Appraisals indicate an initial collateral cushion of approximately 55.0%(2) and 45.0%(2) on the Class AA and Class A Certificates, respectively, which increases over time as the Class AA and Class A debt amortizes based on assumed depreciation of appraised collateral value(3)
# Aircraft Type Registration Number Serial Number Delivery Date Aircraft Age Appraised Value ($MM)(4)
AISI MBA BK LMM(5)
1 B737-932ER N801DZ 31912 Sep-13 1.9 44.80 46.28 49.44 46.28
2 B737-932ER N802DN 31917 Oct-13 1.9 44.13 45.81 48.84 45.81
3 B737-932ER N803DN 31919 Oct-13 1.9 43.68 45.24 48.22 45.24
4 B737-932ER N804DN 31918 Oct-13 1.9 44.22 45.81 48.90 45.81
5 B737-932ER N805DN 31913 Nov-13 1.8 43.78 45.49 48.36 45.49
6 B737-932ER N806DN 31914 Nov-13 1.8 44.87 46.78 49.60 46.78
7 B737-932ER N807DN 31921 Nov-13 1.8 44.26 46.06 48.96 46.06
8 B737-932ER N808DN 31920 Nov-13 1.8 44.83 46.78 49.56 46.78
9 B737-932ER N809DN 31915 Dec-13 1.7 44.81 47.04 49.56 47.04
10 B737-932ER N810DN 31922 Dec-13 1.7 44.29 46.32 49.02 46.32
11 B737-932ER N811DZ 31916 Dec-13 1.7 43.91 45.75 48.46 45.75
12 B737-932ER N812DN 31923 Dec-13 1.7 43.91 45.75 48.43 45.75
13 B737-932ER N814DN 31924 Jan-14 1.6 46.71 47.29 49.92 47.29
14 B737-932ER N813DN 31925 Jan-14 1.6 46.18 46.53 49.16 46.53
15 B737-932ER N815DN 31926 Feb-14 1.6 46.74 47.56 49.93 47.56
TOTAL 1.7 671.12 694.49 736.37 694.49
1. As of Issuance Date. Appraised value is calculated using the lesser of the mean and median (“LMM”) values of each aircraft as appraised by AISI, BK and MBA. An appraisal is only an estimate of value and should not be relied upon as a measure of realizable value
2. Initial collateral cushion is calculated as of the Issuance Date
3. Assumes that the base value of the aircraft depreciates by 3% per year during the first 15 years after initial delivery, 4% for years 15 through 20, and 5% for years 20 and beyond
4. See Appendix II of the Preliminary Prospectus supplement for information regarding each appraiser’s appraisal methodology
5. Lesser of the median and mean of the base values of the aircraft as appraised by AISI, BK and MBA
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Collateral Fleet
The aircraft to be financed by DAL 2015-1 are an important part of Delta’s current and future fleet strategy
B737-900ER Aircraft in Current Fleet
Aircraft Count
45
40
35
30
25
20
15
10
5
0
Total Delta-operated B737-900ER
DAL 2015-1 Collateral (15)
Other B737-900ER (26)
Aircraft Count
35
30
25
20
15
10
5
0
Total Delta-owned B737-900ER
DAL 2015-1 Collateral (15)
Other Owned B737-900ER (16)
B737-900ER Aircraft in Future Fleet (1)
Aircraft Count
200
180
160
140
120
100
80
60
40
20
0
Total Purchase Commitments
B737-900ER Purchase Commitments (59)
Other Aircraft Purchase Commitments (125)
Deal collateral pool represents:
~48% of Delta-owned B737-900ER aircraft
~37% of Delta-operated B737-900ER aircraft (includes both owned and leased aircraft)
B737-900ER purchase commitments represent ~32% of Delta’s total purchase commitments
Source: Delta Air Lines. As of June 30, 2015
1. Future fleet includes aircraft purchase commitments as of June 30, 2015
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Boeing 737-900ER Aircraft Characteristics
The Boeing 737-900ER extends the Boeing 737NG family to above 200 seats, with optional Type II doors allowing a maximum of 215 seats
Offers more premium seats in two classes compared to B737-800
Delta aircraft configured with 180 total passenger seats
-20 new seats in the First Class cabin with in-seat power outlets
-21 seats in Economy Comfort
-139 seats in Main Cabin
No used aircraft available for sale and only two stored worldwide
Competitive market with A321
Aircraft cabin has Boeing’s “Sky Interior” with WiFi and a LED lighting system
Key Statistics
#
Customers
16
#
Delivered
331
#
Unfilled
173
#
Cumulative Orders
504
Top 5 Boeing 737-900ER Airline Operators(1)
Quantity
Lion Air
136
United Airlines
130
Delta Air Lines
100
Alaska Airlines
65
Turkish Airlines
15
Sub-Total
446
Aircraft Importance to Delta
2800 mile range(2) efficiently replaces more than 90% of B757 missions
Ability to reach entire West Coast from Atlanta fully loaded, even with winter winds
Relatively low seat mile costs compared to current fleet and high operational reliability
High training and parts commonality with existing B737-800 and -700 models
Source: Ascend 2015 Q2 Market Commentary, BK Associates, Delta, The Boeing Company, 737-900ER Orders & Deliveries through June 2015
1. Based on Boeing 737-900ER cumulative orders (including both delivered and unfilled)
2. Statute miles; full passenger payload; still air
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