8-KMaterial AgreementsFinancial EventsExhibits & Filings

FTAI Aviation Ltd. 8-K Report, Material Agreement (Sep 24, 2021)

Filed September 24, 2021For Securities:FTAIFTAIMFTAIN

Summary

FTAI Aviation Ltd. (FTAI) announced the closing of its private offering of an additional $500.0 million in aggregate principal amount of 5.50% senior notes due 2028. These "Additional Notes" were issued at a slight premium (100.500% of principal) and, when combined with the original $500.0 million issued in April 2021, bring the total outstanding principal of these notes to $1.0 billion. The company has structured these notes to be treated as a single class for all purposes under the indenture, ensuring consistent terms and conditions across the entire debt issuance. The net proceeds from this offering were strategically utilized to fully repay the outstanding senior unsecured bridge term loans, which were initially secured to finance the acquisition of Transtar, LLC, a short-line railroad subsidiary. This deleveraging action simplifies the company's debt structure and eliminates the bridge loan facility. Remaining proceeds are earmarked for general corporate purposes, including funding future acquisitions and investments, particularly within the aviation sector.

Key Highlights

  • 1FTAI Aviation Ltd. successfully closed a private offering, issuing an additional $500 million in 5.50% senior notes due 2028.
  • 2The total aggregate principal amount of outstanding senior notes due 2028 now stands at $1 billion.
  • 3The Additional Notes share identical terms with the Original Notes, forming a single class of debt under the indenture.
  • 4Net proceeds from the offering were used to fully repay the outstanding senior unsecured bridge term loans.
  • 5The repayment of bridge loans was related to the company's prior acquisition of Transtar, LLC.
  • 6No early termination penalties were incurred for the repayment of the bridge loans.
  • 7Remaining proceeds will support general corporate purposes, including future acquisitions and aviation investments.

Frequently Asked Questions

After the issuance of the Additional Notes, the total aggregate principal amount of 5.50% senior notes due 2028 outstanding is $1.0 billion.

The net proceeds were used to fully repay all outstanding amounts under the senior unsecured bridge term loans. Any remaining proceeds are intended for general corporate purposes, including future acquisitions and investments, with a focus on aviation.

Repaying the bridge term loans eliminates this specific debt facility, simplifying the company's capital structure and removing obligations that were put in place to finance the Transtar, LLC acquisition. Importantly, the company did not incur any early termination penalties for this repayment.

No, the Additional Notes and Original Notes have identical terms (other than issuance date and price) and will be treated as a single class for all purposes under the indenture, including waivers, amendments, redemptions, and offers to purchase.