REPRESENTATIVE EXPERIENCE
Amanda Darling
Representation of Lenders
Assisted a Japanese bank as sole lender on the purchase, finance, and JOLCO leasing of one (1) Boeing 777F aircraft with MSN 67995. The aircraft is on lease to a freighter-centric leasing company and sub-leased to a major American cargo airline.
Representing TC Skyward Aviation US, Inc. as lender’s counsel with the beneficial interest sale and financing of two (2) Airbus A320-200 Aircraft with MSN 6865 and MSN 7163. The aircraft are on lease to Avion Express Malta Ltd.
Assisted Sumitomo Mitsui Trust Bank, Limited, New York Branch ("SuMi Trust") as lender’s counsel with the ACG Guaranteed JOLCO financing of five (5) Airbus A321-251NX aircraft with MSNs 11100, 11104, 11281, 11468, and 11548 on lease to Pegasus Airlines. The first two aircraft in this transaction were awarded Airline Economics' “Middle East & Africa Aviation 100 Supported Finance Deal of the Year” in 2023.
Representing the US Subsidiary of a large Japanese Company, Inc. as senior and mezzanine lender in relation to loan facilities and related security for Boeing 777 components on lease to LATAM Airlines. The case ultimately went to litigation in New York and the outcome was determined in our client's favor.
Assisted SuMi Trust as lender’s counsel with the financing of two (2) Airbus A320-271N aircraft with MSN 8764 and MSN 8872. Sumitomo Mitsui Trust Bank, Limited, New York Branch, was joined by Shinsei Bank, Limited, The Iyo Bank, Limited and The Tokyo Star Bank, Limited as additional lenders. The aircraft are owned and operated by Hawaiian Airlines. This deal was awarded "North America Deal of the Year" by Airfinance Journal in 2019.
Assisted JA Mitsui Leasing, Ltd. as lenders’ New York counsel with the financing of four (4) Airbus A330-200 aircraft with MSN 1217, MSN 1259, MSN 1295, and MSN 1302. Financing was provided by JA Mitsui Leasing, Ltd., Norinchukin Bank, Nissay Leasing Company, Limited, and The Hyakugo Bank, Ltd. The aircraft are owned and operated by Hawaiian Airlines. This deal was awarded "North America Deal of the Year" by Airfinance Journal in 2019.
Advised Citi, Royal Bank of Canada, and Mizuho on the financing aspects around the acquisition of PK AirFinance from GE. Involving the financing of a complex aviation loan portfolio of more than US$3.6 billion of financing receivables, the deal was one of the largest acquisitions in the aviation sector in the recent past. This matter was recognized as the "Bank Loan Deal of the Year" in 2019 by Airfinance Journal, and the “Aviation 100 Overall Deal of the Year” and “Americas M&A Deal of the Year” at the Aviation 100 Global Leaders Award ceremony in 2020.
Advised Tokyo Century Corporation ("TCC") and their US subsidiaries on multiple financing structures relating to Boeing 787 Dreamliner spare part components on lease to a prominent and established airline group from GAT and being used by LOT Airlines, Air New Zealand, Virgin Atlantic, Kenyan Airways, Xiamen Airlines, Vietnam Airlines, Thai Airways, and Austral Air. The transaction involves a Sale and Leaseback agreement between GAT (UK), GAT, and the Airline Group. This is believed to be the first spare part financing and leasing transaction involving a global manufacturer. We were later engaged and assisted Tokyo Century Corporation and TC Skyward Aviation US, Inc. as lenders’ counsel in the senior loan extension and mezzanine loan transfer and assisted TC Skyward Aviation US, Inc. as mezzanine lender's counsel in the repayment, security release, transfer, and refinancing regarding the Boeing 787 Dreamliner components.
Represented TCC as senior lender to a US-based borrower in connection with Boeing 777 components on lease to LATAM. The transaction was the first component financing in South America and is backed by a letter of credit issued by the New York branch of a major German bank.
Advised TCC as junior lender with respect to a portfolio purchase and financing transaction between AerCap (as seller and continuing servicer) and subsidiaries of DVB and KKR. The syndicate of senior lenders was led by BNP Paribas, Paris. The portfolio comprises aircraft on lease to the following airlines: Norwegian Air International, WestJet, Air Europa, KLM, Air France, Nouvelair, Aerolíneas Argentinas, Aegean, Free Bird, T’Way, Garuda Indonesia, Finnair, Air Berlin, Air Transat, Royal Jordanian, SwissAir, Brussels Airlines, Boliviana, Xiamen Airlines, P.T. Sriwijaya Air, Comair, Iberia, TAME, Air Asia, Jet2.com, VECA, Hainan Airlines, and EuroAtlantic.
Represented TCC as junior lender with respect to a portfolio purchase and financing transaction between AerCap (as seller and continuing servicer) and subsidiaries of Magnetar. The syndicate of senior lenders was led by BNP Paribas, Paris. The portfolio comprises aircraft on lease to the following airlines: Air France, Etihad, Air Seychelles, Air Berlin, and Emirates.
Representation of Lessors
Advised JP Lease Products & Services Co., Ltd. as beneficial seller’s/purchaser's counsel in the sale and purchase of the beneficial interest and JOLCO finance and lease of three (3) Airbus A321-271NX with MSNs 11032, 11086, and 11642. The aircraft are on lease to Frontier Airlines, Inc.
Represented JP Lease Products & Services Co., Ltd. ("JP Lease") on three (3) Japanese Operating Lease with Call Option (JOLCO) financing of three Airbus A320 aircraft with ICBC Financial Leasing as Intermediate Lessee. Two of the aircraft are on lease to Frontier Airlines and the third to Spirit Airlines. Société Générale was the structuring agent and were joined by HSBC, Tokyo Branch as a lender. This transaction was awarded Airfinance Journal ‘Editor’s Tax Lease Deal of the Year Asia’, as well as Airline Economics Aviation 100 ‘Asia-Pacific Overall Deal of the Year’ at an awards ceremony in late 2022.
Represented the borrowers (a Japanese trust company for the US registered aircraft and a Japanese SPC for the non-US registered aircraft) with financing for multiple aircraft utilizing a US-Japan joint-venture warehousing facility. Various aircraft are on lease to Wizz and Frontier Airlines – the portfolio includes both new deliveries and operating aircraft with future aircraft to be added to the portfolio in late 2023. This transaction was awarded Airline Economics Aviation 100 'Asia-Pacific Debt Deal of the Year' in 2022.
Represented a large Japanese leasing company in relation to the JOLCO financing of eighteen (18) Boeing 737-MAX aircraft on sub-lease to COPA. The loans were provided by the New York branch of a major Japanese bank. The first sixteen (16) aircraft were financed by way of commercial loans. The remaining two (2) aircraft were guaranteed by AFIC (insurance consortium).
Assisted a large Japanese leasing company as lessor’s/borrower’s counsel on the JOLCO finance and leasing of ten (10) Airbus aircraft; the financing was provided by a large Japanese bank lending through its branches in London and Brussels. The latest two (2) aircraft were guaranteed by a Balthazar policy (insurance consortium). The aircraft are all on lease to Pegasus Airlines.
Represented TCC with its acquisition of 20% US-based aircraft leasing company Aviation Capital Group (“ACG”). Prior to the 20% acquisition by TCC, ACG was a 100% subsidiary of Pacific Life Insurance. ACG’s current portfolio is around 270 aircraft (mostly narrow-body planes) with plans to increase this to a portfolio of around 440. This deal was awarded ‘Equity Deal of the Year Award’ by Airline Economics in 2017.
Represented TCC in their capacity as a bidder in relation to the purchase of the aircraft-leasing business of CIT Group (“CIT”), the CIT fleet includes in excess of 350 commercial aircraft. We completed due diligence on both the lease and loan portfolio including the provision of a detailed due diligence report with a summary of our findings. The portfolio is estimated to be worth US$10 billion.
Representation of Airlines
Advised a large regional airline on the capacity purchase agreement of thirty-seven (37) new delivery Embraer aircraft with a major US carrier.
Represented a large regional airline with the negotiation of a General Terms Agreement with a major US carrier in relation to thirty-four (34) Embraer E170 Aircraft to be leased from our client to the major US carrier and then onward sub-leased to a wholly owned regional airline.
Represented a large regional airline in relation to the sale of twelve (12) Embraer E175 aircraft to a major US carrier. Six (6) of the aircraft had loans which were guaranteed by AFIC (insurance consortium) and four (4) of these loans were assigned to and assumed by the major US carrier at closing.
Assisted CareFlight Limited as purchaser’s/airline’s counsel with the sale, purchase, and financing as well as the title transfer from the US Owner Trustee, FAA deregistration, export from the US, and registration with the Australian CASA in connection with two (2) Israel Industries Gulfstream G150 with MSN 235 and MSN 238. The financing for MSN 235 was provided by Westpac Banking Corporation.