8-KOther EventsExhibits & Filings

FTAI Aviation Ltd. 8-K Report, Corporate Update (Oct 4, 2022)

Filed October 4, 2022For Securities:FTAIFTAIMFTAIN

Summary

FTAI Aviation Ltd. (FTAI) filed an 8-K on October 4, 2022, primarily to announce the date of its special shareholder meeting. The meeting, scheduled for November 9, 2022, is crucial as shareholders will vote on the adoption of the merger agreement first announced on August 12, 2022. This merger involves FTAI, FTAI Finance Holdco Ltd. (which will be renamed FTAI Aviation Ltd. post-merger), and FTAI Aviation Merger Sub LLC. Investors should note that the record date for determining eligible shareholders to vote at this special meeting is October 6, 2022. The outcome of this vote is a critical event, as it will finalize the previously announced merger, leading to the rebranding of FTAI Finance Holdco Ltd. to FTAI Aviation Ltd. This filing serves as a formal notification and reminder of the upcoming shareholder vote on this significant corporate restructuring.

Key Highlights

  • 1FTAI has set November 9, 2022, as the date for a special meeting of shareholders.
  • 2The primary purpose of the special meeting is to vote on the adoption of the merger agreement announced on August 12, 2022.
  • 3The merger involves FTAI, FTAI Finance Holdco Ltd., and FTAI Aviation Merger Sub LLC.
  • 4FTAI Finance Holdco Ltd. will be renamed FTAI Aviation Ltd. upon completion of the merger.
  • 5Shareholders of record as of the close of business on October 6, 2022, are eligible to vote.
  • 6The press release announcing these details was issued on October 4, 2022.

Frequently Asked Questions

The main purpose of the 8-K filing is to announce the date of FTAI Aviation Ltd.'s special shareholder meeting, which is set for November 9, 2022. Shareholders will vote on a proposal to adopt the previously announced merger agreement.

The parties involved in the merger are Fortress Transportation and Infrastructure Investors LLC (FTAI), FTAI Finance Holdco Ltd., and FTAI Aviation Merger Sub LLC. Following the merger, FTAI Finance Holdco Ltd. will be renamed FTAI Aviation Ltd.

Shareholders must be of record at the close of business on October 6, 2022, to be eligible to vote at the special meeting.

The merger is significant because FTAI Finance Holdco Ltd. will be renamed FTAI Aviation Ltd. upon its completion, indicating a strategic shift or rebranding.