| Explanation of Responses: |
| (1) | On February 8, 2021, Green Equity Investors V, L.P. ("GEI V"), Green Equity Investors Side V, L.P. ("GEI Side V"), and LGP Parts Coinvest LLC ("Coinvest") received an aggregate of 967,117 shares of the Issuer's Common Stock in connection with the settlement of the Contingent Earnout Shares described in Table II, which were acquired by GEI V, GEI Side V, and Coinvest pursuant to an "earn out" provision in the Amended and Restated Merger Agreement, dated as of September 8, 2020 by and among the Issuer, Aersale Aviation, Inc., Monocole, Monocle Merger Sub 1 Inc., Monocle Merger Sub 2 LLC, and Leonard Green & Partners, L.P. (the "Merger Agreement"). (continued in footnote 2) |
| (2) | (continued from footnote 1) As of the consummation of transactions contemplated by the Merger Agreement, or December 22, 2020 (the "Closing Date"), GEI V, GEI Side V, and Coinvest became irrevocably entitled to receive the Contingent Earnout Shares if the closing sale price of Common Stock equals or exceeds $13.50 per share for any period of 20 trading days out of 30 consecutive trading days prior to December 22, 2025. As a result of such conditions being met, GEI V, GEI Side V, and Coinvest acquired an additional 967,117 shares of Common Stock as required pursuant to the Merger Agreement. |
| (3) | Represents shares of Common Stock acquired by GEI V, GEI Side V, and Coinvest pursuant to the "earnout" provision in the Merger Agreement. Of the shares of Common Stock reported, 743,522 were acquired by GEI V, 223,032 were acquired by GEI Side V, and 563 were acquired by Coinvest. |
| (4) | Represents shares of Common Stock owned by GEI V, GEI Side V, and Coinvest. Of the shares of Common Stock reported, 20,771,203 are owned by GEI V, 6,230,686 are owned by GEI Side V, and 15,734 are owned by Coinvest. |
| (5) | Mr. Seiffer directly (whether through ownership or position) or indirectly through one or more intermediaries, may be deemed for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owner of the shares of Common Stock owned by GEI V, GEI Side V, and Coinvest. Mr. Seiffer disclaims beneficial ownership of the shares of Common Stock owned by each of GEI V, GEI Side V, and Coinvest, except to the extent of his pecuniary interest therein and this report shall not be deemed an admission that he is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. |
| (6) | Represents Contingent Earnout Shares settled as shares of Common Stock and issued to GEI V, GEI Side V, and Coinvest. Of the Contingent Earnout Shares reported, 743,522 were issued to GEI V, 223,032 were issued to GEI Side V, and 563 were issued to Coinvest. |
| (7) | Represents Contingent Earnout Shares owned by GEI V, GEI Side V, and Coinvest. Of the Contingent Earnout Shares reported, 0 are owned by GEI V, 0 are owned by GEI Side V, and 0 are owned by Coinvest. |
| (8) | The Contingent Earnout Shares are shares of Common Stock that may be issued to GEI V, GEI Side V, and Coinvest if the closing sale price of Common Stock equals or exceeds $15.00 per share for any period of 20 trading days out of 30 consecutive trading days prior to December 22, 2025, pursuant to an "earnout" provision in the Merger Agreement. |
| (9) | Represents shares of Common Stock that may be issued to GEI V if the closing sale price of Common Stock equals or exceeds $15.00 per share for any period of 20 trading days out of 30 consecutive trading days prior to December 22, 2025, pursuant to an "earn out" provision in the Merger Agreement. Of the Contingent Earnout Shares Reported, 743,522 would be issued to GEI V, 223,032 would be issued to GEI Side V, and 563 would be issued to Coinvest. |