Entry into a Material Definitive Agreement.
On April 25, 2023, Air Lease Corporation (the “Company”)
entered into the Eighth Amendment and Extension Agreement (the
“Eighth Amendment) to the Second Amended and Restated Credit
Agreement which amended and extended its unsecured revolving credit
facility, dated as of May 5, 2014, with JPMorgan Chase Bank,
N.A., as administrative agent, and the lenders named therein (as
previously amended and extended, and as further amended by the
Eighth Amendment, the “Syndicated Unsecured Revolving Credit
Facility”) whereby the Company, among other things,
(i) extended the final maturity date from May 5, 2026 to
May 5, 2027, (ii) amended the total revolving commitments
thereunder to approximately $7.2 billion across 49 financial
institutions as of May 5, 2023, and (iii) decreased the
SOFR credit spread adjustment applicable to borrowings under the
Syndicated Unsecured Revolving Credit Facility for all interest
periods. No incremental borrowings were made by the Company at the
closing of the Eighth Amendment.
Borrowings under the Syndicated Unsecured Revolving Credit Facility
accrue interest at the Adjusted Term SOFR Rate (as defined in the
Syndicated Unsecured Revolving Credit Facility) plus a margin of
1.05% per year. The Syndicated Unsecured Revolving Credit Facility
also has a 0.20% per year facility fee in respect of the total
commitments under the facility. The pricing of this facility is
subject to increase or decrease based on declines or improvements
in the credit ratings for the Company’s debt.
Under the Syndicated Unsecured Revolving Credit Facility, lenders
hold revolving commitments totaling approximately $6.8 billion
that mature on May 5, 2027, commitments totaling
$320.0 million that mature on May 5, 2026, commitments
totaling $32.5 million that mature on May 5, 2025 and
commitments totaling $375.0 million that mature on May 5,
2023. Some of the lenders party to the Syndicated Unsecured
Revolving Credit Facility and their affiliates have engaged in, and
may in the future engage in, investment banking and other
commercial dealings in the ordinary course of business with the
Company or its affiliates. They have received, or may in the future
receive, customary fees and commissions for these transactions.
The foregoing description of the Eighth Amendment is qualified in
its entirety by reference to the complete text of the Eighth
Amendment, which is filed as Exhibit 10.1 and incorporated herein
Creation of a Direct Financial Obligation or an Obligation under an
Arrangement of a Registrant.
The information set forth in Item 1.01 of this Current Report
on Form 8-K is
incorporated herein by reference.
Regulation FD Disclosure.
On April 25, 2023, the Company issued a press release
announcing entry into the Eighth Amendment. A copy of the
press release is attached hereto as Exhibit 99.1 and is
incorporated herein by reference.
The information in this Item 7.01 and the related information
in Exhibit 99.1 attached hereto shall not be deemed to be “filed”
for purposes of Section 18 of the Securities Exchange Act of
1934, as amended (the “Exchange Act”), or otherwise subject to the
liabilities of that Section, and shall not be incorporated by
reference into any filing under the Securities Act of 1933, as
amended, or the Exchange Act, except as shall be expressly set
forth by specific reference in such a filing.