Blackbird Capital I LLC (“Blackbird”), announced today that
Blackbird Capital Aircraft Lease Securitization Limited 2016-1
(“BBIRD Cayman”) and Blackbird Capital Aircraft Lease
Securitization US LLC 2016-1 (“BBIRD USA”, and collectively, the
"Issuers") have closed an $800,000,000 Fixed Rate Notes offering,
comprised of US$200,000,000 of 2.487% Series AA Fixed Rate Notes
("Series AA Notes"), US$540,000,000 of 4.213% Series A Fixed Rate
Notes ("Series A Notes") and US$60,000,000 of 5.682% Series B Fixed
Rate Notes ("Series B Notes", and together with the Series AA Notes
and Series A Notes, the “Notes”). The Issuers also offered
subordinated notes comprised of Fixed Rate Series R-1, R-2, R-3 and
D Notes and a Series E Note representing the equity interest in
BBIRD Cayman, each of which were purchased by an affiliate of
Blackbird. The subordinated notes offer regulated investors, with
sensitivity to risk-based capital, a more efficient means of
accessing equity-like investments in this asset class.
The Series AA Notes, Series A Notes and Series B
Notes were rated AA, A and BBB, respectively, by S&P and by
Kroll. The Notes are backed by a portfolio of 19 aircraft
(the "Aircraft") which will be acquired by the Issuers. The
Aircraft comprise a mix of narrowbody and widebody jet aircraft
that, as of September 30, 2016, had an average age of 3.28 years
and were leased or expected to be leased to 16 lessees based in 13
countries. Air Lease Corporation and its Irish affiliate, ALC
Aircraft Limited, will act as servicers with respect to the
Aircraft.
Proceeds from the issuance of the Notes will be
used by the Issuers to refinance the existing warehouse loans
and/or acquire the Aircraft. Napier Park, through third party
funds it manages, and Air Lease Corporation, are retaining their
equity stakes in the Joint Venture.
"The Air Lease team continues to innovate and
has created a model for the next generation of ABS issuance for the
aircraft leasing sector with a simplified structure that has strong
credit protections and appeals to a broad group of investors. This
transaction has set a new benchmark for post financial crisis
aircraft ABS issuances, including the first AA tranche of rated
securities, the lowest blended cost of funds through the BBB class,
the largest number of investors to place bids, the largest number
of investors to get allocated bonds, and the shortest period to
execute a transaction in only 6 weeks," said Ryan McKenna, Head of
Strategic Planning of Air Lease Corporation.
“We are very pleased with this ground-breaking
issuance, the success of the investment to-date, and more broadly,
our partnership with Air Lease Corporation,” said Manu S. Rana,
Partner at Napier Park. “Thanks to our partnership, and as
evidenced by the pricing of this issuance, Blackbird has assembled
an attractive portfolio of leased commercial aircraft, further
demonstrating Napier Park’s ability to work with leading operating
partners to originate and manage differentiated investment
opportunities with attractive risk-adjusted returns for our
investors."
BofA Merrill Lynch, BNP Paribas and Mizuho
Securities acted as Joint Lead Structuring Agents and Joint Lead
Bookrunners of the transaction. Citigroup also acted as a Joint
Lead Bookrunner. Credit Suisse, Fifth Third Securities, MUFG
and Societe Generale acted as Co-Managers.
Hughes Hubbard & Reed LLP advised Blackbird
and the Issuers, and Milbank, Tweed, Hadley & McCloy LLP acted
as counsel to the Joint Lead Structuring Agents.
Important Notice Regarding the
Issue
The Notes were offered only to qualified
institutional buyers under Rule 144A and to persons outside the
United States under Regulation S. The Notes were not
registered under the United States Securities Act of 1933, as
amended (the "Securities Act"), and, unless so registered, may not
be offered or sold in the United States except pursuant to an
exemption from, or in a transaction not subject to, the
registration requirements of the Securities Act and applicable
state securities laws. The Notes were offered in conformity
with Irish national law and with Directive 2003/71/EC as amended
and implemented into relevant national laws. This press
release shall not constitute an offer to sell or the solicitation
of an offer to buy, nor shall there be any sale of the Notes in any
state in which such offer, solicitation, or sale would be unlawful
prior to registration or qualification under the securities laws of
any such state. This press release shall not constitute an
offer of the Notes to the public in any member state of the
European Economic Area.
Important Notice Regarding Forward
Looking Statements
Certain items in this press release may
constitute forward-looking statements within the meaning of the
Private Securities Litigation Reform Act of 1995 including, but not
necessarily limited to, statements relating to future
operations. Words such as "expect(s)" and similar expressions
are intended to identify such forward-looking statements.
These statements are based on management's current expectations and
beliefs and are subject to a number of factors that could lead to
actual results materially different from those described in the
forward-looking statements. Blackbird can give no assurance
that its expectations will be attained. There are important
factors that could cause actual results, level of activity,
performance or achievements to differ from the results, level of
activity, performance or achievements expressed or implied in the
forward looking statements. In light of these risks,
uncertainties and assumptions, the future performance or events
described in the forward-looking statements in this press release
may not occur. Accordingly, you should not rely upon
forward-looking statements as a prediction of actual results and we
do not assume any responsibility for the accuracy or completeness
of any of these forward-looking statements. Such
forward-looking statements speak only as of the date of this press
release. Blackbird expressly disclaims any obligation to
release publicly any updates or revisions to any forward-looking
statements contained herein to reflect any change in Blackbird's
expectations with regard thereto or change in events, conditions or
circumstances on which any statement is based.
About Air Lease Corporation
(NYSE:AL)
ALC is a leading aircraft leasing company based
in Los Angeles, California that has airline customers
throughout the world. ALC and its team of dedicated and
experienced professionals are principally engaged in
purchasing commercial aircraft and leasing them to its airline
customers worldwide through customized aircraft leasing and
financing solutions. For more information, visit ALC's
website at www.airleasecorp.com.
About Napier Park Global
Capital
Napier Park Global Capital is an independent
alternative asset management firm that manages approximately
USD$6.7 billion as of September 30, 2016. The firm offers a
diversified product mix including credit funds, bespoke client
solutions, private investments, CLOs, and structured credit to
large, sophisticated institutional investors. Napier Park Global
Capital has offices in New York, London and Switzerland. For more
information, visit: www.napierparkglobal.com.
For more information please contact:
Ryan McKenna
Vice President
Email: rmckenna@airleasecorp.com
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