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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q

☒    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2023

OR

☐    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from         to       

Commission file number 001-35121
AIR LEASE CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 27-1840403
(State or other jurisdiction of
incorporation or organization)		 (I.R.S. Employer
Identification No.)
2000 Avenue of the Stars, Suite 1000N 90067
Los Angeles, California
(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (310) 553-0555

Securities registered pursuant to Section 12(b) of the Act:
Title of each class Trading Symbol(s) Name of each exchange on which registered
Class A Common Stock AL New York Stock Exchange
6.150% Fixed-to-Floating Rate Non-Cumulative Perpetual Preferred Stock, Series A AL PRA New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒  No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒  No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act:
Large accelerated filer ☒ Accelerated filer ☐
Non-accelerated filer ☐ Smaller reporting company ☐
Emerging growth company ☐

1
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐  No ☒

At April 28, 2023, there were 111,015,418 shares of Air Lease Corporation’s Class A common stock outstanding.

2

Air Lease Corporation and Subsidiaries

Form 10-Q
For the Quarterly Period Ended March 31, 2023

TABLE OF CONTENTS
Page
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5
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3
NOTE ABOUT FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q and other publicly available documents may contain or incorporate statements that constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Those statements appear in a number of places in this Form 10-Q and include statements regarding, among other matters, the state of the airline industry, our access to the capital markets, the impact of Russia’s invasion of Ukraine and the impact of sanctions imposed on Russia, the impact of lease deferrals and other accommodations, aircraft delivery delays, the impact of inflation, rising interest rates and other macroeconomic conditions and other factors affecting our financial condition or results of operations. Words such as “can,” “could,” “may,” “predicts,” “potential,” “will,” “projects,” “continuing,” “ongoing,” “expects,” “anticipates,” “intends,” “plans,” “believes,” “seeks,” “estimates” and “should,” and variations of these words and similar expressions, are used in many cases to identify these forward-looking statements. Any such forward-looking statements are not guarantees of future performance and involve risks, uncertainties, and other factors that may cause our actual results, performance or achievements, or industry results to vary materially from our future results, performance or achievements, or those of our industry, expressed or implied in such forward-looking statements. Such factors include, among others:

•our inability to obtain additional capital on favorable terms, or at all, to acquire aircraft, service our debt obligations and refinance maturing debt obligations;
•increases in our cost of borrowing or changes in interest rates;
•our inability to generate sufficient returns on our aircraft investments through strategic acquisition and profitable leasing;
•the failure of an aircraft or engine manufacturer to meet its delivery obligations to us, including or as a result of technical or other difficulties with aircraft before or after delivery;
•our ability to pursue insurance claims to recover losses related to aircraft detained in Russia;
•obsolescence of, or changes in overall demand for, our aircraft;
•changes in the value of, and lease rates for, our aircraft, including as a result of aircraft oversupply, manufacturer production levels, our lessees’ failure to maintain our aircraft, rising inflation, appreciation of the U.S. Dollar, and other factors outside of our control;
•impaired financial condition and liquidity of our lessees, including due to lessee defaults and reorganizations, bankruptcies or similar proceedings;
•increased competition from other aircraft lessors;
•the failure by our lessees to adequately insure our aircraft or fulfill their contractual indemnity obligations to us;
•increased tariffs and other restrictions on trade;
•changes in the regulatory environment, including changes in tax laws and environmental regulations;
•other events affecting our business or the business of our lessees and aircraft manufacturers or their suppliers that are beyond our or their control, such as the threat or realization of epidemic diseases, natural disasters, terrorist attacks, war or armed hostilities between countries or non-state actors; and
•any additional factors discussed under “Part I — Item 1A. Risk Factors,” in our Annual Report on Form 10-K for the year ended December 31, 2022 and other SEC filings, including future SEC filings.

All forward-looking statements are necessarily only estimates of future results, and there can be no assurance that actual results will not differ materially from expectations. You are therefore cautioned not to place undue reliance on such statements. Any forward-looking statement speaks only as of the date on which it is made, and we do not intend and undertake no obligation to update any forward-looking information to reflect actual results or events or circumstances after the date on which the statement is made or to reflect the occurrence of unanticipated events.
4
PART I—FINANCIAL INFORMATION

ITEM 1.    FINANCIAL STATEMENTS

Air Lease Corporation and Subsidiaries
CONSOLIDATED BALANCE SHEETS
(In thousands, except share and par value amounts)

March 31, 2023 December 31, 2022
(unaudited)
Assets
Cash and cash equivalents $ 690,408  $ 766,418 
Restricted cash 11,129  13,599 
Flight equipment subject to operating leases 30,924,948  29,466,888 
Less accumulated depreciation (5,175,430) (4,928,503)
25,749,518  24,538,385 
Deposits on flight equipment purchases 1,220,332  1,344,973 
Other assets 1,691,754  1,733,330 
Total assets $ 29,363,141  $ 28,396,705 
Liabilities and Shareholders’ Equity
Accrued interest and other payables $ 681,096  $ 696,899 
Debt financing, net of discounts and issuance costs 19,447,601  18,641,063 
Security deposits and maintenance reserves on flight equipment leases 1,336,891  1,293,929 
Rentals received in advance 153,588  147,654 
Deferred tax liability 999,379  970,797 
Total liabilities $ 22,618,555  $ 21,750,342 
Shareholders’ Equity
Preferred Stock, $0.01 par value; 50,000,000 shares authorized; 10,600,000 (aggregate liquidation preference of $850,000) shares issued and outstanding at March 31, 2023 and December 31, 2022, respectively
 $ 106  $ 106 
Class A common stock, $0.01 par value; 500,000,000 shares authorized; 111,015,418 and 110,892,097 shares issued and outstanding at March 31, 2023 and December 31, 2022, respectively
 1,110  1,109 
Class B Non-Voting common stock, $0.01 par value; authorized 10,000,000 shares; no shares issued or outstanding
 —  — 
Paid-in capital 3,258,639  3,255,973 
Retained earnings 3,482,912  3,386,820 
Accumulated other comprehensive income 1,819  2,355 
Total shareholders’ equity $ 6,744,586  $ 6,646,363 
Total liabilities and shareholders’ equity $ 29,363,141  $ 28,396,705 

(See Notes to Consolidated Financial Statements)

5
Air Lease Corporation and Subsidiaries
CONSOLIDATED STATEMENTS OF OPERATIONS AND OTHER COMPREHENSIVE INCOME/(LOSS)
(In thousands, except share and per share amounts)


Three Months Ended
March 31,
2023 2022
(unaudited)
Revenues
Rental of flight equipment $ 617,773  $ 566,554 
Aircraft sales, trading and other 18,369  30,107 
Total revenues 636,142  596,661 
Expenses
Interest 151,613  117,277 
Amortization of debt discounts and issuance costs 13,073  13,198 
Interest expense 164,686  130,475 
Depreciation of flight equipment 259,680  235,308 
Write-off of Russian fleet —  802,352 
Selling, general and administrative 47,614  32,762 
Stock-based compensation expense 5,896  (2,523)
Total expenses 477,876  1,198,374 
Income/(loss) before taxes 158,266  (601,713)
Income tax (expense)/benefit (29,546) 132,720 
Net income/(loss) $ 128,720  $ (468,993)
Preferred stock dividends (10,425) (10,425)
Net income/(loss) attributable to common stockholders $ 118,295  $ (479,418)
Other comprehensive income/(loss):
Foreign currency translation adjustment $ (830) $ (3,019)
Change in fair value of hedged transactions 148  5,230 
Total tax benefit/(expense) on other comprehensive income/loss 146  (473)
Other comprehensive income/(loss), net of tax (536) 1,738 
Total comprehensive income/(loss) attributable for common stockholders $ 117,759  $ (477,680)
Earnings/(loss) per share of common stock:
Basic $ 1.07  $ (4.21)
Diluted $ 1.06  $ (4.21)
Weighted-average shares of common stock outstanding
Basic 110,943,552  113,894,867 
Diluted 111,199,996  113,894,867 
Dividends declared per share of common stock $ 0.200  $ 0.185 

(See Notes to Consolidated Financial Statements)

6
Air Lease Corporation and Subsidiaries
CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
(In thousands, except share and per share amounts)


Preferred Stock Class A
Common Stock		 Class B Non‑Voting
Common Stock		 Accumulated Other
Comprehensive Income
(unaudited) Shares Amount Shares Amount Shares Amount Paid‑in
Capital		 Retained
Earnings		 Total
Balance at December 31, 2022 10,600,000  $ 106  110,892,097  $ 1,109  —  $ —  $ 3,255,973  $ 3,386,820  $ 2,355  $ 6,646,363 
Issuance of common stock upon vesting of restricted stock units —  —  198,437  1  —  —  —  —  —  1 
Stock-based compensation expense —  —  —  —  —  —  5,896  —  —  5,896 
Cash dividends (declared $0.20 per share of Class A common stock)
 —  —  —  —  —  —  —  (22,203) —  (22,203)
Cash dividends (declared on preferred stock) —  —  —  —  —  —  —  (10,425) —  (10,425)
Change in foreign currency translation adjustment and in fair value of hedged transactions, net of tax —  —  —  —  —  —  —  —  (536) (536)
Tax withholdings on stock based-compensation —  —  (75,116) —  —  —  (3,230) —  —  (3,230)
Net income —  —  —  —  —  —  —  128,720  —  128,720 
Balance at March 31, 2023 10,600,000  $ 106  111,015,418  $ 1,110  —  $ —  $ 3,258,639  $ 3,482,912  $ 1,819  $ 6,744,586 

Preferred Stock Class A
Common Stock		 Class B Non‑Voting
Common Stock		 Accumulated Other
Comprehensive Income/(Loss)
(unaudited) Shares Amount Shares Amount Shares Amount Paid‑in
Capital		 Retained
Earnings		 Total
Balance at December 31, 2021 10,600,000  $ 106  113,987,154  $ 1,140  —  $ —  $ 3,399,245  $ 3,609,885  $ (1,808) $ 7,008,568 
Issuance of common stock upon vesting of restricted stock units —  —  477,656  5  —  —  (3) —  —  2 
Common stock repurchased —  —  (2,959,458) (30) —  —  (129,519) —  —  (129,549)
Stock-based compensation expense —  —  —  —  —  —  (2,523) —  —  (2,523)
Cash dividends (declared $0.185 per share of Class A common stock)
 —  —  —  —  —  —  —  (21,136) —  (21,136)
Cash dividends (declared on preferred stock) —  —  —  —  —  —  —  (10,425) —  (10,425)
Change in foreign currency translation adjustment and in fair value of hedged transactions, net of tax —  —  —  —  —  —  —  —  1,738  1,738 
Tax withholdings on stock-based compensation —  —  (188,093) (2) —  —  (8,095) —  —  (8,097)
Net loss —  —  —  —  —  —  —  (468,993) —  (468,993)
Balance at March 31, 2022 10,600,000  $ 106  111,317,259  $ 1,113  —  $ —  $ 3,259,105  $ 3,109,331  $ (70) $ 6,369,585 

(See Notes to Consolidated Financial Statements)
7
Air Lease Corporation and Subsidiaries
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
Three Months Ended
March 31,
2023 2022
(unaudited)
Operating Activities
Net income/(loss) $ 128,720  $ (468,993)
Adjustments to reconcile net income/(loss) to net cash provided by operating activities:
Depreciation of flight equipment 259,680  235,308 
Write-off of Russian fleet —  802,352 
Stock-based compensation expense 5,896  (2,523)
Deferred taxes 28,726  (133,360)
Amortization of discounts and debt issuance costs 13,073  13,198 
Amortization of prepaid lease costs 18,323  13,193 
Gain on aircraft sales, trading and other activity (41,650) (66,791)
Changes in operating assets and liabilities:
Other assets (26,907) (74,560)
Accrued interest and other payables (45,493) (64,068)
Rentals received in advance 8,122  938 
Net cash provided by operating activities 348,490  254,694 
Investing Activities
Acquisition of flight equipment under operating lease (1,236,828) (395,402)
Payments for deposits on flight equipment purchases (4,000) (172,943)
Proceeds from aircraft sales, trading and other activity 21,391  750 
Acquisition of aircraft furnishings, equipment and other assets (53,939) (52,974)
Net cash used in investing activities (1,273,376) (620,569)
Financing Activities
Cash dividends paid on Class A common stock (22,178) (21,088)
Common shares repurchased —  (97,644)
Cash dividends paid on preferred stock (10,425) (10,425)
Tax withholdings on stock-based compensation (3,229) (8,095)
Net change in unsecured revolving facilities 653,000  — 
Proceeds from debt financings 1,352,766  1,497,615 
Payments in reduction of debt financings (1,209,971) (708,847)
Debt issuance costs (3,159) (2,740)
Security deposits and maintenance reserve receipts 93,377  125,727 
Security deposits and maintenance reserve disbursements (3,775) (4,864)
Net cash provided by financing activities 846,406  769,639 
Net decrease in cash (78,480) 403,764 
Cash, cash equivalents and restricted cash at beginning of period 780,017  1,108,292 
Cash, cash equivalents and restricted cash at end of period $ 701,537  $ 1,512,056 
Supplemental Disclosure of Cash Flow Information
Cash paid during the period for interest, including capitalized interest of $10,658 and $9,365 at March 31, 2023 and 2022, respectively
 $ 197,935  $ 179,026 
Cash paid for income taxes $ 3,571  $ 3,446 
Supplemental Disclosure of Noncash Activities
Buyer furnished equipment, capitalized interest and deposits on flight equipment purchases applied to acquisition of flight equipment $ 227,738  $ 85,791 
Cash dividends declared on common stock, not yet paid $ 22,203  $ 21,136 

(See Notes to Consolidated Financial Statements)
8
Air Lease Corporation and Subsidiaries
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)




Note 1.    Company Background and Overview

Air Lease Corporation (the “Company”, “ALC”, “we”, “our” or “us”) is a leading aircraft leasing company that was founded by aircraft leasing industry pioneer, Steven F. Udvar-Házy. The Company is principally engaged in purchasing the most modern, fuel-efficient, new technology commercial jet aircraft directly from aircraft manufacturers, such as The Boeing Company (“Boeing”) and Airbus S.A.S. (“Airbus”). The Company leases these aircraft to airlines throughout the world with the intention to generate attractive returns on equity. As of March 31, 2023, the Company owned 437 aircraft, managed 86 aircraft and had 376 aircraft on order with aircraft manufacturers. In addition to its leasing activities, the Company sells aircraft from its fleet to third parties, including other leasing companies, financial services companies, airlines and other investors. The Company also provides fleet management services to investors and owners of aircraft portfolios for a management fee.

Note 2.    Basis of Preparation and Critical Accounting Policies

The Company consolidates financial statements of all entities in which the Company has a controlling financial interest, including the accounts of any Variable Interest Entity in which the Company has a controlling financial interest and for which it is the primary beneficiary. All material intercompany balances are eliminated in consolidation. The accompanying Consolidated Financial Statements have been prepared in accordance with Generally Accepted Accounting Principles in the United States of America (“GAAP”) for interim financial information and in accordance with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements.

The accompanying unaudited Consolidated Financial Statements include all adjustments, consisting only of normal, recurring adjustments, which are in the opinion of management necessary to present fairly the Company’s financial position, results of operations and cash flows at March 31, 2023, and for all periods presented. The results of operations for the three months ended March 31, 2023 are not necessarily indicative of the operating results expected for the year ending December 31, 2023. These financial statements and related notes should be read in conjunction with the Consolidated Financial Statements and related notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022.

Note 3.    Debt Financing

The Company’s consolidated debt as of March 31, 2023 and December 31, 2022 is summarized below:

March 31, 2023 December 31, 2022
(in thousands)
Unsecured
Senior unsecured securities $ 17,195,946  $ 17,095,116 
Revolving credit facilities 1,673,000  1,020,000 
Term financings 652,925  582,950 
        Total unsecured debt financing 19,521,871  18,698,066 
Secured
Term financings 110,434  113,717 
Export credit financing 9,982  11,646 
        Total secured debt financing 120,416  125,363 
Total debt financing 19,642,287  18,823,429 
Less: Debt discounts and issuance costs (194,686) (182,366)
Debt financing, net of discounts and issuance costs $ 19,447,601  $ 18,641,063 

At March 31, 2023, management of the Company believes it is in compliance in all material respects with the covenants in its debt agreements, including minimum consolidated shareholders’ equity, minimum consolidated unencumbered assets, and an interest coverage ratio test.

9
Air Lease Corporation and Subsidiaries
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)



All of the Company’s secured obligations as of March 31, 2023 and December 31, 2022 are recourse in nature.

Senior unsecured securities (including Medium-Term Note Program)

As of March 31, 2023, the Company had $17.2 billion in senior unsecured securities outstanding. As of December 31, 2022, the Company had $17.1 billion in senior unsecured securities outstanding.

Public unsecured bonds. During the three months ended March 31, 2023, the Company issued $700.0 million in aggregate principal amount of 5.30% Medium-Term Notes due 2028.

Private placement securities. During the three months ended March 31, 2023, the Company, through a trust, issued $600.0 million in aggregate principal amount of 5.85% trust certificates due 2028 in a Sukuk financing. If the Company fails to meet its obligations under the Sukuk financing, the sole rights of each of the holders of the trust certificates will be against the Company to perform its obligations under the arrangements to which it is a party.

Syndicated unsecured revolving credit facility

As of March 31, 2023 and December 31, 2022, the Company had $1.7 billion and $1.0 billion, respectively, outstanding under its unsecured revolving credit facility (the “Revolving Credit Facility”). Borrowings under the Revolving Credit Facility are used to finance the Company’s working capital needs in the ordinary course of business and for other general corporate purposes.

During the first quarter of 2023, the Company entered into a new lender supplement and a commitment increase supplement, which increased the aggregate capacity of the Company’s Revolving Credit Facility by $325.0 million.

In April 2023, the Company amended and extended its Revolving Credit Facility through an amendment that, among other things, extended the final maturity date from May 5, 2026 to May 5, 2027 and amended the total revolving commitments thereunder to approximately $7.2 billion as of May 5, 2023. As of May 1, 2023, lenders held 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. The amended Revolving Credit Facility also decreased the SOFR credit spread adjustment applicable to the borrowings for all interest periods. Borrowings under the Revolving Credit Facility accrue interest at Adjusted Term SOFR (as defined in the Revolving Credit Facility) plus a margin of 1.05% per year. The Company is required to pay a facility fee of 0.20% per year in respect of total commitments under the Revolving Credit Facility. Interest rate and facility fees are subject to changes in the Company’s credit ratings.

Other debt financings

From time to time, the Company enters into other debt financings such as unsecured revolving credit facilities, unsecured term financings and secured term financings, including export credit. As of March 31, 2023, the outstanding balance on other debt financings was $773.3 million and the Company had pledged three aircraft as collateral with a net book value of $209.6 million. As of December 31, 2022, the outstanding balance on other debt financings was $708.3 million and the Company had pledged three aircraft as collateral with a net book value of $212.1 million.

10
Air Lease Corporation and Subsidiaries
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)



Maturities

Maturities of debt outstanding as of March 31, 2023 are as follows:
 (in thousands)
Years ending December 31,
2023 $ 1,398,216 
2024 2,978,506 
2025 2,386,926 
2026 5,137,146 
2027 2,780,862 
Thereafter 4,960,631 
Total $ 19,642,287 

Note 4.     Flight equipment subject to operating lease

The following table summarizes the activities for the Company’s flight equipment subject to operating lease for the three months ended March 31, 2023:

(in thousands)
Net book value as of December 31, 2022 $ 24,538,385 
Purchase of aircraft 1,493,650 
Depreciation (259,680)
Sale of aircraft (22,837)
Net book value as of March 31, 2023 $ 25,749,518 
Accumulated depreciation as of March 31, 2023 $ (5,175,430)

Write-off of Russian fleet update

In response to the sanctions against certain industry sectors and parties in Russia, in March 2022, the Company terminated all of its leasing activities in Russia, including eight aircraft from its managed fleet. While the Company or the respective managed platform maintains title to the aircraft, the Company determined that it is unlikely it or they will regain possession of the aircraft detained in Russia. As such, during the three months ended March 31, 2022, the Company recognized a loss from asset write-offs of its interests in owned aircraft detained in Russia, totaling approximately $791.0 million.

In June 2022, the Company submitted insurance claims to its insurers to recover its losses relating to aircraft detained in Russia. In December 2022, the Company filed suit in the Los Angeles County Superior Court of the State of California against its insurers in connection with its previously submitted insurance claims and will continue to vigorously pursue all available insurance claims. Collection, timing and amounts of any insurance recoveries and the outcome of the ongoing insurance litigation remain uncertain at this time.

As of May 1, 2023, 20 aircraft previously included in the Company’s owned fleet are still detained in Russia. The operators of these aircraft have continued to fly most of the aircraft notwithstanding the termination of leasing activities and the Company’s ongoing demands for the return of its assets.

11
Air Lease Corporation and Subsidiaries
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)



Note 5.    Commitments and Contingencies

Aircraft Acquisition

As of March 31, 2023, the Company had commitments to purchase 376 aircraft from Boeing and Airbus for delivery through 2029, with an estimated aggregate commitment of $24.2 billion.

The table is subject to change based on Airbus and Boeing delivery delays. As noted below, the Company expects delivery delays for a majority of the aircraft in its orderbook. The Company remains in discussions with Boeing and Airbus to determine the extent and duration of delivery delays; however, the Company is not yet able to determine the full impact of these delays.
Estimated Delivery Years
Aircraft Type 2023 2024 2025 2026 2027 Thereafter Total
Airbus A220-100/300 14  23  23  12  —  —  72 
Airbus A320/321neo(1)
 21  20  21  35  35  40  172 
Airbus A330-900neo 5  6  —  —  —  —  11 
Airbus A350-900/1000 3  3  —  —  —  —  6 
Airbus A350F —  —  —  2  2  3  7 
Boeing 737-8/9 MAX 17  26  30  16  —  —  89 
Boeing 787-9/10 5  4  10  —  —  —  19 
Total(2)
 65  82  84  65  37  43  376 
(1) The Company’s Airbus A320/321neo aircraft orders include 18 long-range variants and 49 extra long-range variants.
(2) The table above reflects Airbus and Boeing aircraft delivery delays based on contractual documentation.

Pursuant to the Company’s purchase agreements with Boeing and Airbus, the Company agrees to contractual delivery dates for each aircraft ordered. These dates can change for a variety of reasons, however for the last several years, manufacturing delays have significantly impacted the planned purchases of the Company’s aircraft on order with both Boeing and Airbus.

The aircraft purchase commitments discussed above could also be impacted by cancellations. The Company’s purchase agreements with Boeing and Airbus generally provide each of the Company and the manufacturers with cancellation rights for delivery delays starting at one year after the original contractual delivery date, regardless of cause. In addition, the Company’s lease agreements generally provide each of the Company and the lessee with cancellation rights related to certain aircraft delivery delays that typically parallel the cancellation rights in the Company’s purchase agreements.

Commitments for the acquisition of these aircraft, calculated at an estimated aggregate purchase price (including adjustments for anticipated inflation) of approximately $24.2 billion as of March 31, 2023, are as follows:


Years ending December 31,
2023 $ 4,889,889 
2024 5,357,669 
2025 5,081,295 
2026 3,869,866 
2027 2,478,928 
Thereafter 2,563,357 
Total $ 24,241,004 

The Company has made non-refundable deposits on flight equipment purchases of $1.2 billion and $1.3 billion as of March 31, 2023 and December 31, 2022, respectively, which are subject to manufacturer performance commitments. If the Company is unable to satisfy its purchase commitments, the Company may be forced to forfeit its deposits and may also be exposed to breach of contract claims by its lessees as well as the manufacturers.
12
Air Lease Corporation and Subsidiaries
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)




Note 6.    Rental Income

As of March 31, 2023, minimum future rentals on non-cancellable operating leases of flight equipment in the Company’s owned fleet, which have been delivered as of March 31, 2023 are as follows:

Years ending December 31,
2023 (excluding the three months ended March 31, 2023)
 $ 1,778,328 
2024 2,306,856 
2025 2,145,346 
2026 1,918,424 
2027 1,696,357 
Thereafter 6,501,756 
Total $ 16,347,067 

Note 7. Earnings/(Loss) Per Share

Basic earnings/(loss) per share is computed by dividing net income/(loss) by the weighted-average number of common shares outstanding for the period. Diluted earnings per share reflects the potential dilution that would occur if securities or other contracts to issue common stock were exercised or converted into common stock; however, potential common equivalent shares are excluded if the effect of including these shares would be anti-dilutive. The Company’s two classes of common stock, Class A and Class B non-voting, have equal rights to dividends and income, and therefore, basic and diluted earnings per share are the same for each class of common stock. As of March 31, 2023, the Company did not have any Class B non-voting common stock outstanding.    

Diluted earnings per share takes into account the potential conversion of stock options, restricted stock units, and warrants using the treasury stock method and convertible notes using the if-converted method. For the three months ended March 31, 2023, the Company did not exclude any potentially dilutive securities, whose effect would have been anti-dilutive, from the computation of diluted earnings per share. For the three months ended March 31, 2022, the Company excluded 249,781 potentially dilutive securities, whose effect would have been anti-dilutive, from the computation of diluted earnings per share. Since the Company was in a loss position for the three months ended March 31, 2022, diluted net loss per share is the same as basic net loss per share for the period as the inclusion of all potential common shares outstanding would have been anti-dilutive. The Company excluded 969,698 and 1,046,967 shares related to restricted stock units for which the performance metric had yet to be achieved as of March 31, 2023 and 2022, respectively.

13
Air Lease Corporation and Subsidiaries
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)



The following table sets forth the reconciliation of basic and diluted earnings/(loss) per share:
Three Months Ended
March 31,
2023 2022
(in thousands, except share and per share)
Basic earnings/(loss) per share:
Numerator
Net income/(loss) $ 128,720  $ (468,993)
Preferred stock dividends (10,425) (10,425)
Net income/(loss) attributable to common stockholders $ 118,295  $ (479,418)
Denominator
Weighted-average shares outstanding 110,943,552  113,894,867 
Basic earnings/(loss) per share $ 1.07  $ (4.21)
Diluted earnings/(loss) per share:
Numerator
Net income/(loss) $ 128,720  $ (468,993)
Preferred stock dividends (10,425) (10,425)
Net income/(loss) attributable to common stockholders $ 118,295  $ (479,418)
Denominator
Number of shares used in basic computation 110,943,552 113,894,867
Weighted-average effect of dilutive securities 256,444  —
Number of shares used in per share computation 111,199,996  113,894,867 
Diluted earnings/(loss) per share $ 1.06  $ (4.21)

Note 8.    Fair Value Measurements

Assets and Liabilities Measured at Fair Value on a Recurring and Non-recurring Basis

The Company has a cross-currency swap related to its Canadian dollar Medium-Term Notes which were issued in December 2019. The fair value of the swap as a foreign currency exchange derivative is categorized as a Level 2 measurement in the fair value hierarchy and is measured on a recurring basis. As of March 31, 2023, the estimated fair value of the foreign currency exchange derivative liability was $2.4 million. As of December 31, 2022, the estimated fair value of the foreign currency exchange derivative liability was $2.5 million.

Financial Instruments Not Measured at Fair Values

The fair value of debt financing is estimated based on the quoted market prices for the same or similar issues, or on the current rates offered to the Company for debt of the same remaining maturities, which would be categorized as a Level 2 measurement in the fair value hierarchy. The estimated fair value of debt financing as of March 31, 2023 was $18.6 billion compared to a book value of $19.6 billion. The estimated fair value of debt financing as of December 31, 2022 was $17.5 billion compared to a book value of $18.8 billion.

The following financial instruments are not measured at fair value on the Company’s Consolidated Balance Sheets at March 31, 2023, but require disclosure of their fair values: cash and cash equivalents and restricted cash. The estimated fair value of such instruments at March 31, 2023 and December 31, 2022 approximates their carrying value as reported on the Consolidated Balance Sheets. The fair value of all these instruments would be categorized as Level 1 in the fair value hierarchy.

14
Air Lease Corporation and Subsidiaries
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)



Note 9.    Shareholders’ Equity

The Company was authorized to issue 500,000,000 shares of Class A common stock, $0.01 par value, at March 31, 2023 and December 31, 2022. As of March 31, 2023 and December 31, 2022, the Company had 111,015,418 and 110,892,097 Class A common shares issued and outstanding, respectively. The Company was authorized to issue 10,000,000 shares of Class B common stock, $0.01 par value at March 31, 2023 and December 31, 2022. The Company did not have any shares of Class B non-voting common stock, $0.01 par value, issued or outstanding as of March 31, 2023 or December 31, 2022.

The Company was authorized to issue 50,000,000 shares of preferred stock, $0.01 par value, at March 31, 2023 and December 31, 2022. As of March 31, 2023 and December 31, 2022, the Company had 10.0 million shares of 6.15% Fixed-to-Floating Non-Cumulative Perpetual Preferred Stock, Series A (the “Series A Preferred Stock”), $0.01 par value, issued and outstanding with an aggregate liquidation preference of $250.0 million ($25.00 per share), 300,000 shares of 4.65% Fixed-Rate Reset Non-Cumulative Perpetual Preferred Stock, Series B (the “Series B Preferred Stock”), $0.01 par value, issued and outstanding with an aggregate liquidation preference of $300.0 million ($1,000 per share) and 300,000 shares of 4.125% Fixed-Rate Reset Non-Cumulative Perpetual Preferred Stock, Series C (the “Series C Preferred Stock”), $0.01 par value, issued and outstanding with an aggregate liquidation preference of $300.0 million ($1,000 per share).

The following table summarizes the Company’s preferred stock issued and outstanding as of March 31, 2023 (in thousands, except for share amounts and percentages):
Shares Issued and Outstanding as of March 31, 2023 Liquidation Preference
as of March 31, 2023		 Issue Date Dividend Rate in Effect at March 31, 2023 Next dividend rate reset date Dividend rate after reset date
Series A 10,000,000  $ 250,000  March 5, 2019 6.150  % March 15, 2024
3M LIBOR plus 3.65%
Series B 300,000  300,000  March 2, 2021 4.650  % June 15, 2026
5 Yr U.S. Treasury plus 4.076%
Series C 300,000  300,000  October 13, 2021 4.125  % December 15, 2026
5 Yr U.S. Treasury plus 3.149%
Total 10,600,000  $ 850,000 

Note 10.     Stock-based Compensation

On May 7, 2014, the stockholders of the Company approved the Air Lease Corporation 2014 Equity Incentive Plan (the “2014 Plan”). Upon approval of the 2014 Plan, no new awards may be granted under the Amended and Restated 2010 Equity Incentive Plan (the “2010 Plan”). As of March 31, 2023, the number of stock options (“Stock Options”) and restricted stock units (“RSUs”) authorized under the 2014 Plan is approximately 4,054,904. The Company has issued RSUs with four different vesting criteria: those RSUs that vest based on the attainment of book-value goals, those RSUs that vest based on the attainment of Total Shareholder Return (“TSR”) goals, time based RSUs that vest ratably over a time period of three years and RSUs that cliff vest at the end of a one or two year period.

As of March 31, 2023, the Company had no outstanding Stock Options and no unrecognized compensation costs related to outstanding Stock Options. For the three months ended March 31, 2023 and 2022, there were no stock-based compensation expenses related to Stock Options.

For the three months ended March 31, 2023, the Company recorded $5.9 million of stock-based compensation expense related to RSUs. For the three months ended March 31, 2022, the Company recorded a net reversal of previously recognized stock based compensation of $2.5 million. Such net reversal was a result of reductions in the underlying vesting estimates of certain book value RSUs as the performance criteria were no longer considered probable of being achieved during the three months ended March 31, 2022.

15
Air Lease Corporation and Subsidiaries
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)



Restricted Stock Units

Compensation cost for RSUs is measured at the grant date based on fair value and recognized over the vesting period. The fair value of book value and time based RSUs is determined based on the closing market price of the Company’s Class A common stock on the date of grant, while the fair value of RSUs that vest based on the attainment of Total Shareholder Return (“TSR”) goals is determined at the grant date using a Monte Carlo simulation model. Included in the Monte Carlo simulation model were certain assumptions regarding a number of highly complex and subjective variables, such as expected volatility, risk-free interest rate and expected dividends. To appropriately value the award, the risk-free interest rate is estimated for the time period from the valuation date until the vesting date and the historical volatilities were estimated based on a historical timeframe equal to the time from the valuation date until the end date of the performance period.

During the three months ended March 31, 2023, the Company granted 680,338 RSUs of which 121,608 are TSR RSUs and 243,206 are book value RSUs. The following table summarizes the activities for the Company’s unvested RSUs for the three months ended March 31, 2023:
Unvested Restricted Stock Units
Number of
Shares		 Weighted-Average
Grant-Date
Fair Value
Unvested at December 31, 2022
 1,514,875  $ 45.90 
Granted 680,338  $ 44.98 
Vested (198,437) $ 45.09 
Forfeited/canceled (373,567) $ 42.43 
Unvested at March 31, 2023
 1,623,209  $ 46.42 
Expected to vest after March 31, 2023
 1,773,653  $ 46.16 

As of March 31, 2023, there was $57.4 million of unrecognized compensation expense related to unvested stock-based payments granted to employees. Total unrecognized compensation expense will be recognized over a weighted-average remaining period of 2.24 years.

Note 11. Aircraft Under Management

As of March 31, 2023, the Company managed 86 aircraft across three aircraft management platforms. The Company managed 46 aircraft through its Thunderbolt platform, 34 aircraft through the Blackbird investment funds and six on behalf of a financial institution.

As of March 31, 2023, the Company managed 34 aircraft on behalf of third-party investors through two investment funds, Blackbird I and Blackbird II. These funds invest in commercial jet aircraft and lease them to airlines throughout the world. The Company provides management services to these funds for a fee. As of March 31, 2023, the Company's non-controlling interests in each fund were 9.5% and are accounted for under the equity method of accounting. The Company’s investments in these funds aggregated $65.1 million and $64.7 million as of March 31, 2023 and December 31, 2022, respectively, and are included in Other assets on the Consolidated Balance Sheets.

Additionally, the Company continues to manage aircraft that it sells through its Thunderbolt platform. The Thunderbolt platform facilitates the sale of mid-life aircraft to investors while allowing the Company to continue the management of these aircraft for a fee. As of March 31, 2023, the Company managed 46 aircraft across three separate transactions. The Company has non-controlling interests in two of these entities of approximately 5.0%, which are accounted for under the cost method of accounting. The Company’s total investment in aircraft sold through its Thunderbolt platform was $8.8 million as of March 31, 2023 and December 31, 2022 and is included in Other assets on the Consolidated Balance Sheets.

During the three months ended March 31, 2022, the Company recognized asset write-offs of $11.4 million related to its investments in the managed platforms that own aircraft in Russia. The six aircraft detained in Russia were removed from the Company’s managed fleet count as of March 31, 2022. See Note 4 for additional details on the write-off of Russian fleet.

16
Air Lease Corporation and Subsidiaries
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)



Note 12. Net Investment in Sales-type Leases

As of March 31, 2023, the Company had ten A320-200 aircraft on lease to an airline with terms that meet the criteria of being classified as a sales-type lease.

Net investment in sales-type leases are included in Other assets in the Company’s Consolidated Balance Sheets based on the present value of fixed payments under the contract and the residual value of the underlying asset, discounted at the rate implicit in the lease. The Company’s investment in sales-type leases consisted of the following (in thousands):

March 31, 2023
Future minimum lease payments to be received $ 230,625 
Estimated residual values of leased flight equipment 91,688 
Less: Unearned income (44,041)
Net Investment in Sales-type Leases $ 278,272 

As of March 31, 2023, future minimum lease payments to be received on sales-type leases were as follows:
(in thousands)
Years ending December 31,
2023 (excluding the three months ended March 31, 2023)
 $ 18,450 
2024 24,600 
2025 24,600 
2026 24,600 
2027 24,600 
Thereafter 113,775 
Total $ 230,625 

Note 13. Flight Equipment Held for Sale

As of March 31, 2023, the Company had six aircraft, with a carrying value of $222.5 million, which were held for sale and included in Flight equipment subject to operating leases on the Consolidated Balance Sheets. During the three months ended March 31, 2023, the Company completed the sale of two aircraft from its held for sale portfolio. The Company expects the sale of all six aircraft to be completed within the next two quarters. The Company ceases recognition of depreciation expense once an aircraft is classified as held for sale. As of December 31, 2022, the Company had four aircraft, with a carrying value of $153.5 million, which were held for sale and included in Flight equipment subject to operating leases on the Consolidated Balance Sheets.

Note 14. Subsequent Events

On April 28, 2023, the Company’s board of directors approved quarterly cash dividends for the Company’s Class A common stock and Series A, B and C Preferred Stock. The following table summarizes the details of the dividends that were declared:

Title of each class Cash dividend per share Record Date Payment Date
Class A Common Stock $ 0.20  June 6, 2023 July 7, 2023
Series A Preferred Stock $ 0.384375  May 31, 2023 June 15, 2023
Series B Preferred Stock $ 11.625  May 31, 2023 June 15, 2023
Series C Preferred Stock $ 10.3125  May 31, 2023 June 15, 2023


17
ITEM 2.    MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion and analysis of our financial condition and results of operations should be read together with our Consolidated Financial Statements and related notes included in Part I, Item 1 of this Quarterly Report on Form 10-Q.

Overview

Air Lease Corporation (the “Company”, “ALC”, “we”, “our” or “us”) is a leading aircraft leasing company that was founded by aircraft leasing industry pioneer, Steven F. Udvar-Házy. We are principally engaged in purchasing the most modern, fuel-efficient new technology commercial jet aircraft directly from aircraft manufacturers, such as The Boeing Company (“Boeing”) and Airbus S.A.S. (“Airbus”), and leasing those aircraft to airlines throughout the world with the intention to generate attractive returns on equity. In addition to our leasing activities, we sell aircraft from our fleet to third-parties, including other leasing companies, financial services companies, airlines and other investors. We also provide fleet management services to investors and owners of aircraft portfolios for a management fee. Our operating performance is driven by the growth of our fleet, the terms of our leases, the interest rates on our debt, and the aggregate amount of our indebtedness, supplemented by gains from aircraft sales and our management fees.

First Quarter Overview

As of March 31, 2023, the net book value of our fleet was $25.7 billion, compared to $24.5 billion as of December 31, 2022. During the three months ended March 31, 2023, we purchased and took delivery of 22 aircraft from our new order pipeline and sold two aircraft, ending the period with a total of 437 aircraft in our owned aircraft portfolio. The weighted average age of our fleet was 4.5 years and the weighted average lease term remaining was 7.1 years as of March 31, 2023. Our managed fleet was comprised of 86 aircraft as of March 31, 2023 as compared to a managed fleet of 85 aircraft as of December 31, 2022. We have a globally diversified customer base comprised of 118 airlines in 63 countries as of March 31, 2023. We continue to have a strong lease utilization rate of 99.9% for the three months ended March 31, 2023.

As of March 31, 2023, we had commitments to purchase 376 aircraft from Boeing and Airbus for delivery through 2029, with an estimated aggregate commitment of $24.2 billion. We have placed approximately 93% of our committed orderbook on long-term leases for aircraft delivering through the end of 2024 and have placed 57% of our entire orderbook. We ended the first quarter of 2023 with $30.5 billion in committed minimum future rental payments, consisting of $16.3 billion in contracted minimum rental payments on the aircraft in our existing fleet and $14.2 billion in minimum future rental payments related to aircraft which will deliver between 2023 through 2028.

We typically finance the purchase of aircraft and our business with available cash balances, internally generated funds, including through aircraft sales, preferred stock issuances, and debt financings. During the three months ended March 31, 2023, we
issued $700.0 million in aggregate principal amount of 5.30% Medium-Term Notes due 2028. In addition, through a trust, we issued $600.0 million in aggregate principal amount of 5.85% trust certificates due 2028 in a Sukuk financing. We ended the first quarter of 2023 with an aggregate borrowing capacity under our revolving credit facility of $5.8 billion and total liquidity of $6.5 billion. As of March 31, 2023, we had total debt outstanding of $19.6 billion, of which 88.0% was at a fixed rate and 99.4% was unsecured. As of March 31, 2023, our composite cost of funds raised through debt financings was 3.42%.

Our total revenues for the quarter ended March 31, 2023 increased by 6.6% to $636.1 million, compared to the quarter ended March 31, 2022. The increase in total revenues was primarily driven by the continued growth in our fleet, partially offset by a net decrease in end of lease revenue. During the first quarter of 2023, we recognized $34.7 million in end of lease revenue from lease terminations as compared to approximately $59.6 million in end of lease revenue from the termination of our leasing activities in Russia in the prior year period.

During the three months ended March 31, 2023, we recorded net income attributable to common stockholders of $118.3 million, or $1.06 per diluted share, as compared to net loss attributable to common stockholders of $479.4 million, or a net loss of $4.21 per diluted share, for the three months ended March 31, 2022. The increase was due to the growth of our fleet and the effect of the write-off of our Russian fleet in the first quarter of 2022. The increase was partially offset by an increase in interest expense due to the increases in our composite cost of funds, aircraft transition costs and insurance expense in the current year period.

Our adjusted net income before income taxes excludes the effects of certain non-cash items, one-time or non-recurring items that are not expected to continue in the future and certain other items, such as the net impact of the write-off of our Russian fleet. For
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the three months ended March 31, 2023, we recorded adjusted net income before income taxes of $166.8 million, or $1.50 per adjusted diluted share, compared to an adjusted net income before income taxes of $200.9 million, or $1.76 per adjusted diluted share, for the three months ended March 31, 2022. Despite the continued growth of our fleet, the decrease in our adjusted net income before income taxes for the three months ended March 31, 2023 as compared to 2022 was mainly driven by lower end of lease revenue recognized as discussed above and an increase in interest expense, aircraft transition costs and insurance expense.

Adjusted net income before income taxes and adjusted diluted earnings per share before income taxes are measures of financial and operational performance that are not defined by U.S. Generally Accepted Accounting Principles (“GAAP”). See “Results of Operations” below for a discussion of adjusted net income before income taxes and adjusted diluted earnings per share before income taxes as non-GAAP measures and a reconciliation of these measures to net income attributable to common stockholders.

Our Fleet

References throughout this Quarterly Report on Form 10-Q to “our fleet” refer to the aircraft included in flight equipment subject to operating leases and do not include aircraft in our managed fleet or aircraft classified as net investments in sales-type leases unless the context indicates otherwise. Portfolio metrics of our fleet as of March 31, 2023 and December 31, 2022 are as follows:

March 31, 2023 December 31, 2022
Net book value of flight equipment subject to operating lease
 $ 25.7  billion $ 24.5  billion
Weighted-average fleet age(1)
 4.5 years 4.5 years
Weighted-average remaining lease term(1)
 7.1 years 7.1 years
Owned fleet 437 417
Managed fleet 86 85
Aircraft on order 376 398
Total
 899 900
Current fleet contracted rentals
 $ 16.3  billion $ 15.6   billion
Committed fleet rentals
 $ 14.2   billion $ 15.8   billion
Total committed rentals
 $ 30.5   billion $ 31.4   billion
(1) Weighted-average fleet age and remaining lease term calculated based on net book value of our flight equipment subject to operating lease.
The following table sets forth the net book value and percentage of the net book value of our flight equipment subject to operating leases in the indicated regions based on each airline’s principal place of business as of March 31, 2023 and December 31, 2022:

March 31, 2023 December 31, 2022
Region Net Book
Value		 % of Total Net Book
Value		 % of Total
(in thousands, except percentages)
Europe $ 8,497,227  33.0  % $ 7,985,317  32.5  %
Asia (excluding China) 7,560,879  29.4  % 7,144,188  29.1  %
China 2,769,093  10.8  % 2,792,022  11.4  %
The Middle East and Africa 2,217,459  8.6  % 2,253,342  9.3  %
Central America, South America, and Mexico 2,146,706  8.3  % 1,924,216  7.8  %
U.S. and Canada 1,685,430  6.5  % 1,557,260  6.3  %
Pacific, Australia, and New Zealand 872,724  3.4  % 882,040  3.6  %
Total $ 25,749,518  100.0  % $ 24,538,385  100.0  %
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The following table sets forth the number of aircraft in our owned fleet by aircraft type as of March 31, 2023 and December 31, 2022:
March 31, 2023 December 31, 2022
Aircraft type Number of
Aircraft		 % of Total Number of
Aircraft		 % of Total
Airbus A220-300 4  0.9  % 4  1.0  %
Airbus A319-100 1  0.2  % 1  0.2  %
Airbus A320-200 28  6.4  % 28  6.7  %
Airbus A320-200neo 23  5.3  % 23  5.5  %
Airbus A321-200 23  5.3  % 23  5.5  %
Airbus A321-200neo 84  19.2  % 78  18.7  %
Airbus A330-200 13  3.0  % 13  3.1  %
Airbus A330-300 5  1.1  % 5  1.2  %
Airbus A330-900neo 18  4.1  % 16  3.8  %
Airbus A350-900 14  3.2  % 13  3.1  %
Airbus A350-1000 6  1.4  % 6  1.4  %
Boeing 737-700 3  0.7  % 4  1.0  %
Boeing 737-800 81  18.5  % 82  19.7  %
Boeing 737-8 MAX 52  11.9  % 47  11.3  %
Boeing 737-9 MAX 23  5.3  % 15  3.7  %
Boeing 777-200ER 1  0.2  % 1  0.2  %
Boeing 777-300ER 24  5.5  % 24  5.8  %
Boeing 787-9 27  6.2  % 27  6.5  %
Boeing 787-10 6  1.4  % 6  1.4  %
Embraer E190 1  0.2  % 1  0.2  %
Total (1)
 437  100.0  % 417  100.0  %
(1) As of March 31, 2023 and December 31, 2022, we had six and four aircraft, respectively, classified as flight equipment held for sale.
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As of March 31, 2023, we had contractual commitments to acquire a total of 376 new aircraft, with an estimated aggregate purchase price (including adjustments for anticipated inflation) of $24.2 billion, for delivery through 2029 as shown in the following table. The table is subject to change based on Airbus and Boeing delivery delays. As noted below, we expect delivery delays for a majority of the aircraft in our orderbook. We remain in discussions with Boeing and Airbus to determine the extent and duration of delivery delays; however, we are not yet able to determine the full impact of these delays.
Estimated Delivery Years
Aircraft Type 2023 2024 2025 2026 2027 Thereafter Total
Airbus A220-100/300 14  23  23  12  —  —  72 
Airbus A320/321neo(1)
 21  20  21  35  35  40  172 
Airbus A330-900neo 5  6  —  —  —  —  11 
Airbus A350-900/1000 3  3  —  —  —  —  6 
Airbus A350F —  —  —  2  2  3  7 
Boeing 737-8/9 MAX 17  26  30  16  —  —  89 
Boeing 787-9/10 5  4  10  —  —  —  19 
Total(2)
 65  82  84  65  37  43  376 
(1) Our Airbus A320/321neo aircraft orders include 18 long-range variants and 49 extra long-range variants.
(2) The table above reflects Airbus and Boeing aircraft delivery delays based on contractual documentation.

Aircraft Delivery Delays

Pursuant to our purchase agreements with Boeing and Airbus, we agree to contractual delivery dates for each aircraft ordered. These dates can change for a variety of reasons, however for the last several years, manufacturing delays have significantly impacted the planned purchases of our aircraft on order with both Boeing and Airbus.

Our purchase agreements with Boeing and Airbus generally provide each of us and the manufacturers with cancellation rights for delivery delays starting at one year after the original contractual delivery date, regardless of cause. In addition, our lease agreements generally provide each of us and the lessees with cancellation rights related to certain aircraft delivery delays that typically parallel the cancellation rights in our purchase agreements.

As a result of continued manufacturing delays as discussed above, our aircraft delivery schedule could continue to be subject to material changes and delivery delays are expected to extend beyond 2023.

The following table, which is subject to change based on Airbus and Boeing delivery delays, shows the number of new aircraft scheduled to be delivered as of March 31, 2023, along with the lease placements of such aircraft as of May 1, 2023. As noted above, we expect delivery delays for all aircraft deliveries in our orderbook. Boeing and Airbus have expressed their desire to increase production rates on several aircraft types; however, they have yet to meaningfully increase production. At current production rates, we do not see delivery delays improving in the near term and have been advised delays could extend through 2028. We remain in discussions with Boeing and Airbus to determine the extent and duration of delivery delays, but we are not yet able to determine the full impact of these delays.
Delivery Year Number
Leased		 Number of
Aircraft		 % Leased
2023 65 65  100.0  %
2024 72 82  87.8  %
2025 43 84  51.2  %
2026 19 65  29.2  %
2027 14 37  37.8  %
Thereafter 1 43  2.3  %
Total 214 376

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Aircraft Industry and Sources of Revenues

Our revenues are principally derived from operating leases with airlines throughout the world. As of March 31, 2023, we had a globally diversified customer base of 118 airlines in 63 different countries, with over 95% of our business revenues from airlines domiciled outside of the U.S., and we anticipate that most of our revenues in the future will be generated from foreign customers.

Performance of the commercial airline industry is linked to global economic health and development. Passenger traffic has historically expanded at a faster rate than global GDP growth, in part due to the expansion of the middle class and the ease and affordability of air travel and we expect this trend to continue. Global air travel continues to recover following the impact of the COVID-19 pandemic. The International Air Transport Association (“IATA”) reported that total passenger traffic was up 56% during the month of February 2023 relative to the prior year period, benefiting from an acceleration in international traffic and strong continued expansion of domestic traffic globally. International traffic rose 90% in the month of February relative to the prior year, benefiting from the relaxation of international travel restrictions in a number of countries. According to IATA, a number of international routes and domestic markets are now either near or exceeding 2019 traffic levels. In January 2023, international travel restrictions in China were lifted, which should further bolster global international traffic volumes this year and beyond. Global domestic traffic rose 25% during the month of February 2023 as compared to the prior year, with most major markets experiencing double-digit percentage increases compared to 2022. Additionally, IATA has previously reported that it expects global passenger departures to return to 2019 levels by 2024.

As global air traffic recovers from the pandemic and continues to expand, we are experiencing increased demand for our aircraft through new lease requests and lease extension requests. We expect the need for airlines to replace aging aircraft will also increase the demand for newer, more fuel-efficient aircraft and many airlines will look to lessors for these new aircraft. In addition, both Boeing and Airbus have had ongoing delivery delays which have been further compounded by engine manufacturer delays due to shorter on-wing engine life of most new technology engines. These delays have impacted and may continue to impact the ability of Boeing and Airbus to meet their contractual delivery obligations to us. We expect that relatively low levels of widebody retirements in recent years could lead to an accelerated replacement cycle of older widebody aircraft in the near future. The increased demand for our aircraft, combined with rising interest rates and inflation, has been serving to increase lease rates. While lease rate increases currently lag behind the increases seen in interest rates, we believe that over time lease rates will catch up with interest rate increases. Lease rates can be influenced by several factors including impacts of changes in the competitive landscape of the aircraft leasing industry, supply chain disruptions, evolving international trade matters, epidemic diseases and geopolitical events and therefore, are difficult to project or forecast. We also believe the increase in lease rates and the tightening of credit markets may result in a shortfall of available capital to finance aircraft purchases, which could increase the demand for leasing.

Our airline customers are facing higher operating costs as a result of rising fuel costs, interest rates and inflation, ongoing labor shortages and disputes, as well as delays and cancellations caused by the global air traffic control system and airports, although the magnitude of underlying pre-pandemic demand returning to the market is offering a strong counterbalance to these increased costs. IATA expects the airline industry to return to profitability in 2023. Many of these customers are also exposed to currency risk related to the appreciation of the U.S. dollar because they earn revenues in their local currencies while a significant portion of their liabilities and expenses are denominated in U.S. dollars, including their lease payments to us.

Airline reorganizations, liquidations, or other forms of bankruptcies occurring in the industry may include some of our aircraft customers and result in the early return of aircraft or changes in our lease terms.

We believe the aircraft leasing industry has remained resilient over time across a variety of global economic conditions and remain optimistic about the long-term fundamentals of our business. We believe leasing will continue to be an attractive form of aircraft financing for airlines because less cash and financing is required for the airlines, lessors maintain key delivery positions, and it provides fleet flexibility while eliminating residual value risk for lessees.

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Liquidity and Capital Resources

Overview

We ended the first quarter of 2023 with available liquidity of $6.5 billion which is comprised of unrestricted cash of $0.7 billion and undrawn balances under our unsecured revolving credit facility of $5.8 billion. We finance the purchase of aircraft and our business operations using available cash balances, internally generated funds, including through aircraft sales and trading activity, and an array of financing products. We aim to maintain investment-grade credit metrics and focus our debt financing strategy on funding our business primarily on an unsecured basis with mostly fixed-rate debt from public bond offerings. Unsecured financing provides us with operational flexibility when selling or transitioning aircraft from one airline to another. We also have the ability to seek debt financing secured by our assets, as well as financings supported through the Export-Import Bank of the United States and other export credit agencies for future aircraft deliveries. We have also issued preferred stock with a total aggregate stated value of $850.0 million. Our access to a variety of financing alternatives including unsecured public bonds, private capital, bank debt, secured financings and preferred stock issuances serves as a key advantage in managing our liquidity. Ongoing aircraft delivery delays as a product of manufacturer delays are expected to further reduce our aircraft investment and debt financing needs for the next twelve months and potentially beyond.

We have a balanced approach to capital allocation based on the following priorities, ranked in order of importance: first, investing in modern, in-demand aircraft to profitably grow our core aircraft leasing business while maintaining strong fleet metrics and creating sustainable long-term shareholder value; second, maintaining our investment grade balance sheet utilizing unsecured debt as our primary form of financing; and finally, in lockstep with the aforementioned priorities, returning excess cash to shareholders through our dividend policy as well as regular evaluation of share repurchases, as appropriate.

We ended the first quarter of 2023 with total debt outstanding of $19.6 billion, of which 88.0% was at a fixed rate and 99.4% was unsecured, compared to total debt outstanding of $18.8 billion as of December 31, 2022, of which 91.3% was at a fixed rate and 99.3% was unsecured. As of March 31, 2023, our composite cost of funds raised through debt financings was 3.42%, compared to 3.07% as of December 31, 2022.

Material Cash Sources and Requirements

We believe that we have sufficient liquidity from available cash balances, cash generated from ongoing operations, available borrowings under our unsecured revolving credit facility and general ability to access the capital markets for opportunistic bond offerings to satisfy the operating requirements of our business through at least the next 12 months. Our long-term debt financing strategy is focused on continuing to raise primarily unsecured debt in the global bank and investment grade capital markets. Our material cash sources include:

•Unrestricted cash: We ended the first quarter of 2023 with $0.7 billion in unrestricted cash.
•Lease cash flows: We ended the first quarter of 2023 with $30.5 billion in committed minimum future rental payments comprised of $16.3 billion in contracted minimum rental payments on the aircraft in our existing fleet and $14.2 billion in minimum future rental payments related to aircraft which will deliver between 2023 through 2028. These rental payments are a primary driver of our short and long-term operating cash flow. As of March 31, 2023, our minimum future rentals on non-cancellable operating leases for the next 12 months was $2.4 billion. For further detail on our minimum future rentals for the remainder of 2023 and thereafter, see “Notes to Consolidated Financial Statements” under “Item 1. Financial Statements” in this Quarterly Report on Form 10-Q.
•Unsecured revolving credit facility: After giving effect to the amendment signed in April 2023, our $7.2 billion revolving credit facility is syndicated across 49 financial institutions from various regions of the world, diversifying our reliance on any individual lending institution. The final maturity for the facility is May 2027, although we expect to refinance this facility in advance of this date. The facility contains standard investment grade covenants and does not condition our ability to borrow on the lack of a material adverse effect on us or the general economy. As of March 31, 2023, we had $1.7 billion outstanding under our unsecured revolving credit facility.
•Senior unsecured securities: We are a frequent issuer in the investment grade capital markets, opportunistically issuing unsecured bonds, primarily through our Medium-Term Note Program at attractive cost of funds and other senior unsecured securities. In the first quarter of 2023, we issued $700.0 million in aggregate principal amount of 5.30% Medium-Term Notes due 2028 and, through a trust, issued $600.0 million in aggregate principal amount of 5.85% trust certificates due 2028 in a Sukuk financing. We expect to have continued access to the investment grade bond market and other unsecured securities in
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the future, although we anticipate that interest rates for issuances in the near term will continue to increase compared to those available in recent years.
•Aircraft sales: Proceeds from the sale of aircraft help supplement our liquidity position. We continue to expect to sell approximately $1.0 billion to $2.0 billion in aircraft for 2023 and have seen robust demand in the secondary market to support this aircraft sales program.
•Other sources: In addition to the above, we generate liquidity through other sources of debt financing (including unsecured and secured bank term loans, export credit and private placements), issuances of preferred stock and cash received from security deposits and maintenance reserves from our lease agreements.

We experienced a low interest rate environment for many years prior to 2022. However, interest rates began to increase in 2022 due to tightening monetary policies of the U.S. and other countries due to inflation concerns, and we expect interest rates to remain elevated in 2023 and beyond. A higher interest rate environment may adversely affect our businesses through increased borrowing costs, although this impact may be offset in whole or in part by a corresponding increase in our lease rates on new leases and overall demand for aircraft from our airline customers. Historically there has been a lag between a rise in interest rates and a corresponding increase in lease rates which is currently the case, although we expect lease rates will catch up with interest rate increases over time. Currently, the increased demand for our aircraft, combined with rising interest rates and inflation, has been serving to increase lease rates and we expect lease rates to continue to increase in 2023.

As of March 31, 2023, we were in compliance in all material respects with the covenants contained in our debt agreements. While a ratings downgrade would not result in a default under any of our debt agreements, it could adversely affect our ability to issue debt and obtain new financings, or renew existing financings, and it would increase the interest rate applicable to certain of our financings. Our liquidity plans are subject to a number of risks and uncertainties, including those described in “Part I—Item 1A. Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2022.

Our material cash requirements are primarily for the purchase of aircraft and debt service payments, along with our general operating expenses. The amount of our cash requirements depends on a variety of factors, including, the ability of aircraft manufacturers to meet their contractual delivery obligations to us, the ability of our lessees to meet their contractual obligations with us, the timing of aircraft sales from our fleet, the timing and amount of our debt service obligations, potential aircraft acquisitions, and the general economic environment in which we operate.

Our material cash requirements as of March 31, 2023, are as follows:

2023 2024 2025 2026 2027 Thereafter Total
Long-term debt obligations  $ 1,398,216  $ 2,978,506  $ 2,386,926  $ 5,137,146  $ 2,780,862  $ 4,960,631  $ 19,642,287 
Interest payments on debt outstanding(1)
 487,886  643,980  567,319  404,536  284,342  318,569  2,706,632 
Purchase commitments(2)
 4,889,889  5,357,669  5,081,295  3,869,866  2,478,928  2,563,357  24,241,004 
Total $ 6,775,991  $ 8,980,155  $ 8,035,540  $ 9,411,548  $ 5,544,132  $ 7,842,557  $ 46,589,923 
(1) Future interest payments on floating rate debt are estimated using floating rates in effect at March 31, 2023.
(2) Purchase commitments reflect future Boeing and Airbus aircraft deliveries based on information currently available to us based on contractual documentation.

The actual delivery dates of the aircraft in our commitments table and expected time for payment of such aircraft may differ from our estimates and could be further impacted by the pace at which Boeing and Airbus can deliver aircraft, among other factors. As a result, the timing of our purchase commitments shown in the table above may not reflect when the aircraft investments are eventually made. For 2023, we expect to make between $4.0 billion and $5.0 billion in aircraft investments.

The above table does not include any tax payments we may pay nor any dividends we may pay on our preferred stock or common stock.

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Cash Flows

Our cash flows provided by operating activities increased by 36.8% or $93.8 million, to $348.5 million for the three months ended March 31, 2023 as compared to $254.7 million for the three months ended March 31, 2022. Our cash flow provided by operating activities during the three months ended March 31, 2023 increased primarily due to the continued growth of our fleet and an increase in our cash collections as compared to the three months ended March 31, 2022. Our cash flows used in investing activities was $1.3 billion for the three months ended March 31, 2023 and $0.6 billion for the three months ended March 31, 2022, which resulted primarily from the purchase of aircraft. Our cash flow provided by financing activities was $846.4 million for the three months ended March 31, 2023 as compared to $769.6 million for the three months ended March 31, 2022. The increase is primarily due to the issuance of debt, net of debt repayments, related in part to the acquisition of aircraft investments.

Debt

Our debt financing at March 31, 2023 and December 31, 2022 is summarized below:

March 31, 2023 December 31, 2022
( in thousands, except percentages)
Unsecured
Senior unsecured securities $ 17,195,946  $ 17,095,116 
Revolving credit facilities 1,673,000  1,020,000 
Term financings 652,925  582,950 
        Total unsecured debt financing 19,521,871  18,698,066 
Secured
Term financings 110,434  113,717 
Export credit financing 9,982  11,646 
        Total secured debt financing 120,416  125,363 
Total debt financing 19,642,287  18,823,429 
Less: Debt discounts and issuance costs (194,686) (182,366)
Debt financing, net of discounts and issuance costs $ 19,447,601  $ 18,641,063 
Selected interest rates and ratios:
Composite interest rate(1)
 3.42  % 3.07  %
Composite interest rate on fixed-rate debt(1)
 3.20  % 2.98  %
Percentage of total debt at a fixed-rate 88.0  % 91.34  %
(1) This rate does not include the effect of upfront fees, facility fees, undrawn fees or amortization of debt discounts and issuance costs.

Senior unsecured securities (including Medium-Term Note Program)

As of March 31, 2023, we had $17.2 billion in senior unsecured securities outstanding. As of December 31, 2022, we had $17.1 billion in senior unsecured securities outstanding.

Public unsecured bonds. During the three months ended March 31, 2023, we issued $700.0 million in aggregate principal amount of 5.30% Medium-Term Notes due 2028.

Private placement securities. During the three months ended March 31, 2023, through a trust, we issued $600.0 million in aggregate principal amount of 5.85% trust certificates due 2028 in a Sukuk financing. If we fail to meet our obligations under the Sukuk financing, the sole rights of each of the holders of the trust certificates will be against us to perform our obligations under the agreements to which we are a party.

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Syndicated unsecured revolving credit facility

As of March 31, 2023 and December 31, 2022, we had $1.7 billion and $1.0 billion, respectively, outstanding under its unsecured revolving credit facility (the “Revolving Credit Facility”). Borrowings under the Revolving Credit Facility are used to finance our working capital needs in the ordinary course of business and for other general corporate purposes.

During the first quarter of 2023, we entered into a new lender supplement and a commitment increase supplement, which increased the aggregate capacity of our Revolving Credit Facility by $325.0 million.

In April 2023, we amended and extended our Revolving Credit Facility through an amendment that, among other things, extended the final maturity date from May 5, 2026 to May 5, 2027 and amended the total revolving commitments thereunder to approximately $7.2 billion as of May 5, 2023. As of May 1, 2023, lenders held 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. The amended Revolving Credit Facility also decreased the SOFR credit spread adjustment applicable to borrowings for all interest periods. Borrowings under the Revolving Credit Facility accrue interest at Adjusted Term SOFR (as defined in the Revolving Credit Facility) plus a margin of 1.05% per year. We are required to pay a facility fee of 0.20% per year in respect of total commitments under the Revolving Credit Facility. Interest rate and facility fees are subject to changes to our credit ratings.

The Revolving Credit Facility provides for certain covenants, including covenants that limit our subsidiaries’ ability to incur, create, or assume certain unsecured indebtedness in an aggregate amount over $250.0 million, and our subsidiaries’ abilities to engage in certain mergers, consolidations, and asset sales. The Revolving Credit Facility also requires us to comply with certain financial maintenance covenants including minimum consolidated shareholders’ equity, minimum consolidated unencumbered assets, and an interest coverage test. In addition, the Revolving Credit Facility contains customary events of default. In the case of an event of default, the lenders may terminate the commitments under the Revolving Credit Facility and require immediate repayment of all outstanding borrowings.

Other debt financings

From time to time, we enter into other debt financings such as unsecured revolving credit facilities, unsecured term financings and secured term financings, including export credit. As of March 31, 2023, the outstanding balance on other debt financings was $773.3 million and we had pledged three aircraft as collateral with a net book value of $209.6 million. As of December 31, 2022, the outstanding balance on other debt financings was $708.3 million and we had pledged three aircraft as collateral with a net book value of $212.1 million.

Preferred equity

The following table summarizes our preferred stock issued and outstanding as of March 31, 2023 (in thousands, except for share amounts and percentages):
Shares Issued and Outstanding as of March 31, 2023 Liquidation Preference
as of March 31, 2023		 Issue Date Dividend Rate in Effect at March 31, 2023 Next dividend rate reset date Dividend rate after reset date
Series A 10,000,000  $ 250,000  March 5, 2019 6.150  % March 15, 2024 3M LIBOR plus 3.65%
Series B 300,000  300,000  March 2, 2021 4.650  % June 15, 2026 5 Yr U.S. Treasury plus 4.076%
Series C 300,000  300,000  October 13, 2021 4.125  % December 15, 2026 5 Yr U.S. Treasury plus 3.149%
Total 10,600,000  $ 850,000 

For more information regarding our preferred stock issued and outstanding, see Note 5 of Notes to Consolidated Financial Statements included in Part III, Item 15 of our Annual Report on Form 10-K for the year ended December 31, 2022.
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The following table summarizes the quarterly cash dividends that we paid during the three months ended March 31, 2023 on our outstanding Series A, Series B and Series C Preferred Stock:

Payment Date
Title of each class March 15, 2023
(in thousands)
Series A Preferred Stock $3,844
Series B Preferred Stock $3,487
Series C Preferred Stock $3,094

Off‑balance Sheet Arrangements

We have not established any unconsolidated entities for the purpose of facilitating off-balance sheet arrangements or for other contractually narrow or limited purposes. We have, however, from time to time established subsidiaries or trusts for the purpose of leasing aircraft or facilitating borrowing arrangements which are consolidated.

We have non-controlling interests in two investment funds in which we own 9.5% of the equity of each fund. We account for our interest in these funds under the equity method of accounting due to our level of influence and involvement in the funds. Also, we manage aircraft that we have sold through our Thunderbolt platform. In connection with the sale of certain aircraft portfolios through our Thunderbolt platform, we hold non-controlling interests of approximately 5.0% in two entities. These investments are accounted for under the cost method of accounting.

Impact of LIBOR Transition

On March 5, 2021, the Chief Executive of the U.K. Financial Conduct Authority, which regulates LIBOR, publicly announced that no new contracts using U.S. dollar LIBOR should be entered into after December 31, 2021, and that publication of certain tenors of U.S. dollar LIBOR (including overnight and one, three, six and 12 months) will permanently cease after June 30, 2023. In the United States, efforts to identify a set of alternative U.S. dollar reference interest rates are ongoing, and the Alternative Reference Rate Committee (“ARRC”) has recommended the use of a Secured Overnight Funding Rate (“SOFR”). SOFR is different from LIBOR in that it is a backward-looking secured rate rather than a forward-looking unsecured rate. For cash products and loans, the ARRC has also recommended Term SOFR, which is a forward-looking SOFR based on SOFR futures and may in part reduce differences between SOFR and LIBOR.

As of March 31, 2023, we had approximately $73.5 million of floating rate debt outstanding that used three-month LIBOR as the applicable reference rate to calculate the interest on such debt, of which $71.5 million is set to mature after June 30, 2023 and for which an amendment is in progress for transitioning from LIBOR. Additionally, our perpetual Series A Preferred Stock is set to accrue dividends at a floating rate determined by reference to three-month LIBOR, if available, beginning March 15, 2024. While all of our agreements governing LIBOR-linked debt obligations and Series A Preferred Stock obligations that are set to mature after June 30, 2023 contain LIBOR transition fallback provisions, the lack of a standard market practice and inconsistency in fallback provisions in recent years is reflected across the agreements governing our floating rate debt and Series A Preferred Stock. For our Series A Preferred Stock, if we determine there is no such alternative reference rate as of March 15, 2024, then we must select an independent financial advisor to determine a substitute rate for LIBOR, and if an independent financial advisor cannot determine an alternative reference rate, the dividend rate, business day convention and manner of calculating dividends applicable during the fixed-rate period of the Series A Preferred Stock will be in effect.

The implementation of a substitute reference rate for the calculation of interest rates under our LIBOR linked debt and Series A Preferred Stock obligations may cause us to incur expenses in effecting the transition and may result in disputes with our lenders or holders of Series A Preferred Stock over the appropriateness or comparability to LIBOR of the substitute reference rate selected. However, we do not expect the LIBOR transition impact will have a material effect on our financial results based on our anticipated LIBOR linked outstanding debt and Series A Preferred Stock at June 30, 2023.
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Credit Ratings

In 2023, Kroll Bond Ratings and Standard and Poor’s reaffirmed our corporate rating, long-term debt credit rating and outlook. Our investment-grade corporate and long-term debt credit ratings help us to lower our cost of funds and broaden our access to attractively priced capital. The following table summarizes our current credit ratings:

Rating Agency Long-term Debt Corporate Rating Outlook Date of Last Ratings Action
Kroll Bond Ratings
 A- A- Stable March 24, 2023
Standard and Poor's
 BBB BBB Stable April 25, 2023
Fitch Ratings
 BBB BBB Stable December 19, 2022

While a ratings downgrade would not result in a default under any of our debt agreements, it could adversely affect our ability to issue debt and obtain new financings, or renew existing financings, and it would increase the interest rate applicable to certain of our financings.


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Results of Operations

The following table presents our historical operating results for the three months ended March 31, 2023 and 2022 (in thousands, except per share amounts and percentages):
Three Months Ended
March 31,
2023 2022
(unaudited)
Revenues
Rental of flight equipment $ 617,773 $ 566,554
Aircraft sales, trading and other 18,369 30,107
Total revenues 636,142 596,661
Expenses
Interest 151,613 117,277
Amortization of debt discounts and issuance costs 13,073 13,198
Interest expense 164,686 130,475
Depreciation of flight equipment 259,680 235,308
Write-off of Russian fleet — 802,352
Selling, general and administrative 47,614 32,762
Stock-based compensation expense 5,896 (2,523)
Total expenses 477,876 1,198,374
Income/(loss) before taxes 158,266 (601,713)
Income tax (expense)/benefit (29,546) 132,720
Net income/(loss) $ 128,720 $ (468,993)
Preferred stock dividends (10,425) (10,425)
Net income/(loss) attributable to common stockholders $ 118,295 $ (479,418)
Earnings/(Loss) per share of common stock:
Basic $ 1.07 $ (4.21)
Diluted $ 1.06 $ (4.21)
Other financial data
Pre-tax margin 24.9  % (100.8) %
Pre-tax return on common equity (trailing twelve months) 10.2  % (3.5) %
Adjusted net income before income taxes(1)
 $ 166,810 $ 200,889
Adjusted diluted earnings per share before income taxes(1)
 $ 1.50 $ 1.76
Adjusted pre-tax margin(1)
 26.2  % 33.7  %
Adjusted pre-tax return on common equity (trailing twelve months)(1)
 11.0  % 11.8  %
__________________________________________
(1)Adjusted net income before income taxes (defined as net income/(loss) attributable to common stockholders excluding the effects of certain non-cash items, one-time or non-recurring items, such as write-offs of our Russian fleet, that are not expected to continue in the future and certain other items), adjusted pre-tax margin (defined as adjusted net income before income taxes divided by total revenues), adjusted diluted earnings per share before income taxes (defined as adjusted net income before income taxes divided by the weighted average diluted common shares outstanding) and adjusted pre-tax return on common equity (defined as adjusted net income before income taxes divided by average common shareholders’ equity) are measures of operating performance that are not defined by GAAP and should not be considered as an alternative to net income/(loss) attributable to common stockholders, pre-tax margin, earnings/(loss) per share, diluted earnings/(loss) per share and pre-tax return on common equity, or any other performance measures derived in accordance with GAAP.
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Adjusted net income before income taxes, adjusted pre-tax margin, adjusted diluted earnings per share before income taxes and adjusted pre-tax return on common equity are presented as supplemental disclosure because management believes they provide useful information on our earnings from ongoing operations.

Management and our board of directors use adjusted net income before income taxes, adjusted pre-tax margin, adjusted diluted earnings per share before income taxes and adjusted pre-tax return on common equity to assess our consolidated financial and operating performance. Management believes these measures are helpful in evaluating the operating performance of our ongoing operations and identifying trends in our performance, because they remove the effects of certain non-cash items, one-time or non-recurring items that are not expected to continue in the future and certain other items from our operating results. Adjusted net income before income taxes, adjusted pre-tax margin, adjusted diluted earnings per share before income taxes and adjusted pre-tax return on common equity, however, should not be considered in isolation or as a substitute for analysis of our operating results or cash flows as reported under GAAP. Adjusted net income before income taxes, adjusted pre-tax margin, adjusted diluted earnings per share before income taxes and adjusted pre-tax return on common equity do not reflect our cash expenditures or changes in our cash requirements for our working capital needs. In addition, our calculation of adjusted net income before income taxes, adjusted pre-tax margin, adjusted diluted earnings per share before income taxes and adjusted pre-tax return on common equity may differ from the adjusted net income before income taxes, adjusted pre-tax margin, adjusted diluted earnings per share before income taxes and adjusted pre-tax return on common equity, or analogous calculations of other companies in our industry, limiting their usefulness as a comparative measure.

The following table shows the reconciliation of the numerator for adjusted pre-tax margin (in thousands, except percentages):
Three Months Ended
March 31,
2023 2022
(unaudited)
Reconciliation of the numerator for adjusted pre-tax margin (net income/(loss) attributable to common stockholders to adjusted net income before income taxes):
Net income/(loss) attributable to common stockholders $ 118,295 $ (479,418)
Amortization of debt discounts and issuance costs 13,073 13,198
Write-off of Russian fleet — 802,352
Stock-based compensation expense 5,896 (2,523)
Income tax expense/(benefit) 29,546 (132,720)
Adjusted net income before income taxes $ 166,810 $ 200,889
Denominator for adjusted pre-tax margin:
Total revenues $ 636,142 $ 596,661
Adjusted pre-tax margin(a)
 26.2  % 33.7  %
(a) Adjusted pre-tax margin is adjusted net income before income taxes divided by total revenues
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The following table shows the reconciliation of the numerator for adjusted diluted earnings per share before income taxes (in thousands, except share and per share amounts):
Three Months Ended
March 31,
2023 2022
(unaudited)
Reconciliation of the numerator for adjusted diluted earnings per share (net income/(loss) attributable to common stockholders to adjusted net income before income taxes):
Net income/(loss) attributable to common stockholders $ 118,295  $ (479,418)
Amortization of debt discounts and issuance costs 13,073  13,198 
Write-off of Russian fleet —  802,352 
Stock-based compensation expense 5,896  (2,523)
Income tax expense/(benefit) 29,546  (132,720)
Adjusted net income before income taxes $ 166,810  $ 200,889 
Denominator for adjusted diluted earnings per share:    
Weighted-average diluted common shares outstanding     111,199,996  113,894,867 
Potentially dilutive securities, whose effect would have been anti-dilutive     —  249,781 
Adjusted weighted-average diluted common shares outstanding     111,199,996  114,144,648 
Adjusted diluted earnings per share before income taxes(b)
 $ 1.50  $ 1.76 
(b) Adjusted diluted earnings per share before income taxes is adjusted net income before income taxes divided by adjusted weighted-average diluted common shares outstanding

The following table shows the reconciliation of pre-tax return on common equity to adjusted pre-tax return on common equity (in thousands, except percentages):
Trailing Twelve Months 
March 31,
2023 2022
(unaudited)
Reconciliation of the numerator for adjusted pre-tax return on common equity (net income/(loss) attributable to common stockholders to adjusted net income before income taxes):
Net income/(loss) attributable to common stockholders $ 458,989 $ (151,507)
Amortization of debt discounts and issuance costs 53,130 51,793
(Recovery)/write-off of Russian fleet (30,877) 802,352
Stock-based compensation expense 24,022 18,585
Income tax expense/(benefit) 120,524 (47,773)
Adjusted net income before income taxes $ 625,788 $ 673,450
Reconciliation of denominator for pre-tax return on common equity to adjusted pre-tax return on common equity:    
Common shareholders' equity as of beginning of the period $ 5,519,585 $ 5,878,212
Common shareholders' equity as of end of the period $ 5,894,586 $ 5,519,585
Average common shareholders' equity $ 5,707,086 $ 5,698,899
Adjusted pre-tax return on common equity(c)
 11.0  % 11.8  %
(c) Adjusted pre-tax return on common equity is adjusted net income before income taxes divided by average common shareholders’ equity
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Three months ended March 31, 2023, compared to the three months ended March 31, 2022

Rental revenue

During the three months ended March 31, 2023, we recorded $617.8 million in rental revenue, which included overhaul revenue, net of amortization expense related to initial direct costs of $21.1 million as compared to $566.6 million, which included overhaul revenue, net of amortization expense related to initial direct costs of $39.7 million for the three months ended March 31, 2022. Our owned fleet increased to 437 aircraft with a net book value of $25.7 billion as of March 31, 2023 from 370 aircraft with a net book value of $22.3 billion as of March 31, 2022. The increase in rental revenues was primarily driven by the continued growth in our fleet partially offset by a net decrease in end of lease revenue. During the first quarter of 2023, we recognized $33.5 million in end of lease revenue from lease terminations as compared to approximately $41.7 million in end of lease revenue from the termination of our leasing activities in Russia in the prior year period.

Aircraft sales, trading and other revenue

Aircraft sales, trading and other revenue totaled $18.4 million for the three months ended March 31, 2023 compared to $30.1 million for the three months ended March 31, 2022. For the three months ended March 31, 2023, we recorded $1.1 million in forfeiture of security deposit income. In addition, we recorded $8.8 million in gains from the sale of two aircraft from our owned fleet during the first quarter of 2023. For the three months ended March 31, 2022, we recorded $17.9 million in forfeiture of security deposit income from the termination of our leasing activities in Russia. In addition, we recorded $4.4 million in gains from three sales-type lease transactions during the first quarter of 2022.

Interest expense

Interest expense totaled $164.7 million for the three months ended March 31, 2023 compared to $130.5 million for the three months ended March 31, 2022. Our interest expense increased due to an increase in our average debt balance, which tracked the growth of our fleet, and an increase in our composite cost of funds as compared to the prior year. Due to the rising interest rate environment, we expect our interest expense will continue to increase as our average debt balance outstanding and our composite cost of funds each increase in the future.

Depreciation expense

We recorded $259.7 million in depreciation expense of flight equipment for the three months ended March 31, 2023 compared to $235.3 million for the three months ended March 31, 2022. The increase in depreciation expense for the three months ended March 31, 2023, compared to the three months ended March 31, 2022, is primarily attributable to the growth of our fleet . We expect our depreciation expense to increase as we continue to add aircraft to our fleet.

Write-off of Russian fleet

As further described above under “Impact of Russia-Ukraine Conflict” in March 2022 we terminated all of our leasing activities in Russia. As of May 1, 2023, 20 aircraft in our owned fleet and six aircraft in our managed fleet remain in Russia. While we or the respective managed platform maintain title to the 26 aircraft, we determined that it is unlikely we or they will regain possession of the aircraft that have not been returned and that were detained in Russia. As such, during the three months ended March 31, 2022, we recorded a write-off of our interests in our owned and managed fleet that were detained in Russia, totaling approximately $802.4 million.

Stock-based compensation

We recorded stock-based compensation expense of $5.9 million for the three months ended March 31, 2023 compared to a net reversal of stock-based compensation expense of $2.5 million for the three months ended March 31, 2022. The increase in stock-based compensation relates to reductions in the underlying vesting estimates of certain book value RSUs as the performance criteria were no longer considered probable of being achieved during the three months ended March 31, 2022.

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Selling, general and administrative expenses

We recorded selling, general and administrative expenses of $47.6 million for the three months ended March 31, 2023 compared to $32.8 million for the three months ended March 31, 2022. The increase in selling, general and administrative expenses was primarily due to the increase in business activity, increased expenses related to insurance premiums and the transition of aircraft. In June 2022, we renewed our aviation insurance policies which resulted in an increase of approximately $4.0 million in insurance expense for the three months ended March 31, 2023 as compared to the prior year period. We also had approximately $6.0 million of non-recurring expenses associated with our end of lease revenue recognized for the three months ended March 31, 2023. We expect an increase in selling, general and administrative expenses due to higher inflation, increased aviation insurance premiums, and increased business activity. Selling, general and administrative expenses as a percentage of total revenue increased to 7.5% for the three months ended March 31, 2023 compared to 5.5% for the three months ended March 31, 2022.

Taxes

Our effective tax rate for the first quarter of 2023 decreased to 18.7% from 22.1% in the prior year period. The decrease is a result of changes in permanent items related to the write-off of our Russian fleet in 2022.

Net income attributable to common stockholders

For the three months ended March 31, 2023, we reported consolidated net income attributable to common stockholders of $118.3 million, or $1.06 per diluted share, compared to a consolidated net loss attributable to common stockholders of $479.4 million, or net loss of $4.21 per diluted share, for the three months ended March 31, 2022. The increase was due to the growth of our fleet and the effect of the write-off of our Russian fleet in the first quarter of 2022. The increase was partially offset by an increase in interest expense due to the increases in our composite cost of funds, aircraft transition costs and insurance expense in the current year period.

Adjusted net income before income taxes

For the three months ended March 31, 2023, we recorded adjusted net income before income taxes of $166.8 million, or $1.50 per adjusted diluted share, compared to an adjusted net income before income taxes of $200.9 million, or $1.76 per adjusted diluted share, for the three months ended March 31, 2022. Despite the continued growth of our fleet, the decrease in our adjusted net income before income taxes for the three months ended March 31, 2023 as compared to 2022 was mainly driven by lower end of lease revenue recognized as discussed above and an increase in interest expense, aircraft transition costs and insurance expense.

Adjusted net income before income taxes and adjusted diluted earnings per share before income taxes are measures of financial and operational performance that are not defined by GAAP. See Note 1 under the “Results of Operations” table above for a discussion of adjusted net income before income taxes and adjusted diluted earnings per share before income taxes as non-GAAP measures and reconciliation of these measures to net income attributable to common stockholders.

Critical Accounting Estimates

Our critical accounting estimates reflecting management’s estimates and judgments are described in our Annual Report on Form 10-K for the year ended December 31, 2022. We have reviewed recently adopted accounting pronouncements and determined that the adoption of such pronouncements is not expected to have a material impact, if any, on our Consolidated Financial Statements. Accordingly, there have been no material changes to critical accounting estimates in the three months ended March 31, 2023.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Market risk represents the risk of changes in the value of a financial instrument, caused by fluctuations in interest rates and foreign exchange rates. Changes in these factors could cause fluctuations in our results of operations and cash flows. We are exposed to the market risks described below.

Interest Rate Risk

The nature of our business exposes us to market risk arising from changes in interest rates. Changes, both increases and decreases, in our cost of borrowing, as reflected in our composite interest rate, directly impact our net income. Lease rates, and therefore our revenue from a lease, are generally fixed over the life of our leases. Although we continued to reduce our floating-rate debt balances prior to 2022, we have some exposure to changing interest rates as a result of our floating-rate debt, primarily from our
33
Revolving Credit Facility. As of March 31, 2023 and December 31, 2022, we had $2.4 billion and $1.6 billion in floating-rate debt outstanding, respectively. Additionally, we have outstanding preferred stock with an aggregate stated amount of $850.0 million that currently pays dividends at a fixed rate, but will alternate to paying dividends based on a floating rate or be reset to a new fixed rate based on the then-applicable floating rate, after five years from initial issuance. If interest rates continue to increase, as they have since 2022, we would be obligated to make higher interest payments to our lenders, and eventually, higher dividend payments to the holders of our preferred stock. If we incur significant fixed-rate debt in the future, increased interest rates prevailing in the market at the time of the incurrence of such debt would also increase our interest expense. If the composite interest rate on our outstanding floating rate debt was to increase by 1.0%, we would expect to incur additional annual interest expense on our existing indebtedness of approximately $23.5 million and $16.3 million as of March 31, 2023 and December 31, 2022, respectively, each on an annualized basis, which would put downward pressure on our operating margins.

We also have interest rate risk on our forward lease placements. This is caused by us setting a fixed lease rate in advance of the delivery date of an aircraft. The delivery date is when a majority of the financing for an aircraft is arranged. To partially mitigate the risk of an increasing interest rate environment between the lease signing date and the delivery date of the aircraft, a majority of our forward lease contracts have manufacturer escalation protection and/or interest rate adjusters which would adjust the final lease rate upward or downward based on changes in the consumer price index or certain benchmark interest rates, respectively, at the time of delivery of the aircraft as compared to the lease signing date, subject to an outside limit on such adjustments.

Foreign Exchange Rate Risk

We attempt to minimize currency and exchange risks by entering into aircraft purchase agreements and a majority of lease agreements and debt agreements with U.S. dollars as the designated payment currency. Thus, most of our revenue and expenses are denominated in U.S. dollars. Approximately 0.3% and 0.2% of our lease revenues were denominated in foreign currency as of March 31, 2023 and December 31, 2022, respectively. Approximately 1.5% and 1.6% of our debt obligations were denominated in foreign currency as of March 31, 2023 and December 31, 2022, respectively; however, the exposure of such debt has been effectively hedged as described below. As our principal currency is the U.S. dollar, fluctuations in the U.S. dollar as compared to other major currencies should not have a significant impact on our future operating results. However, many of our lessees are exposed to currency risk due to the fact that they earn revenues in their local currencies while a significant portion of their liabilities and expenses are denominated in U.S. dollars, including their lease payments to us, as well as fuel, debt service, and other expenses. For the three months ended March 31, 2023, more than 95% of our revenues were derived from customers who have their principal place of business outside the U.S. and most leases designated payment currency is U.S. dollars. The ability of our lessees to make lease payments to us in U.S. dollars may be adversely impacted in the event of an appreciating U.S. dollar.

In December 2019, we issued C$400.0 million in aggregate principal amount of 2.625% notes due 2024. We effectively hedged our foreign currency exposure on this transaction through a cross-currency swap that converts the borrowing rate to a fixed 2.535% U.S. dollar denominated rate. See Note 8 of Notes to Consolidated Financial Statements included in Part I, Item 1 of this Quarterly Report on Form 10-Q for additional details on the fair value of the swap.

ITEM 4. CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in our filings under the Securities Exchange Act of 1934, as amended, is recorded, processed, summarized and reported within the periods specified in the rules and forms of the Securities and Exchange Commission (“SEC”), and such information is accumulated and communicated to our management, including the Chief Executive Officer and Chief Financial Officer (collectively, the “Certifying Officers”), as appropriate, to allow timely decisions regarding required disclosure. In designing and evaluating the disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives as the Company’s controls are designed to do, and management necessarily was required to apply its judgment in evaluating the risk related to controls and procedures.

We have evaluated, under the supervision and with the participation of management, including the Certifying Officers, the effectiveness of our disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934, as amended, as of March 31, 2023. Based on that evaluation, our Certifying Officers have concluded that our disclosure controls and procedures were effective at March 31, 2023.
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Changes in Internal Control Over Financial Reporting

There were no changes in our internal control over financial reporting during the quarter ended March 31, 2023 that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II—OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

In June 2022, we and certain of our subsidiaries (collectively, the “Plaintiffs”) submitted insurance claims to the insurers on our aviation insurance policies (collectively, the “Insurers”) to recover losses relating to aircraft detained in Russia for which we recorded a net write-off of our interests in our owned and managed aircraft totaling approximately $771.5 million for the year ended December 31, 2022. On December 20, 2022, the Plaintiffs filed suit in the Los Angeles County Superior Court of the State of California seeking recovery of actual damages (subject to proof at trial) and declaratory relief against the Insurers for breach of contract and breach of the covenant of good faith and fair dealing in connection with the Plaintiff’s previously submitted insurance claims. We do not believe this matter will have a material adverse effect on our results of operations, financial condition or cash flow, as we have already recorded a write-off of our entire interest in our owned and managed aircraft detained in Russia and any recovery in this lawsuit would be recorded as a gain in our financial statements. See “Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations—Impact of Russia-Ukraine Conflict” for more information on aircraft that remain detained in Russia.

In addition, from time to time, we may be involved in litigation and claims incidental to the conduct of our business in the ordinary course. Our industry is also subject to scrutiny by government regulators, which could result in enforcement proceedings or litigation related to regulatory compliance matters. We are not presently a party to any enforcement proceedings or litigation related to regulatory compliance matters. We maintain insurance policies in amounts and with the coverage and deductibles we believe are adequate, based on the nature and risks of our business, historical experience and industry standards.

ITEM 1A. RISK FACTORS

There have been no material changes in our risk factors from those discussed under “Part I—Item 1A. Risk Factors,” in our Annual Report on Form 10-K for the year ended December 31, 2022.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

None.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4. MINE SAFETY DISCLOSURES

None.

ITEM 5. OTHER INFORMATION

None.

ITEM 6. EXHIBITS
Incorporated by Reference
Exhibit Number Exhibit Description Form File No. Exhibit Filing Date
3.1 S-1 333-171734 3.1 January 14, 2011
35
Incorporated by Reference
Exhibit Number Exhibit Description Form File No. Exhibit Filing Date
3.2 8-K 001-35121 3.1 March 27, 2018
3.3 8-A 001-35121 3.2 March 4, 2019
3.4 8-K 001-35121 3.1 March 2, 2021
3.5 8-K 001-35121 3.1 October 13, 2021
4.1 10-Q 001-35121 4.1 November 4, 2021
4.2 Certain instruments defining the rights of holders of long-term debt of Air Lease Corporation and all of its subsidiaries for which consolidated or unconsolidated financial statements are required to be filed are being omitted pursuant to paragraph (b)(4)(iii)(A) of Item 601 of Regulation S-K. Air Lease Corporation agrees to furnish a copy of any such instrument to the Securities and Exchange Commission upon request.
10.1 10-K 001-35121 10.37 February 16, 2023
10.2 Filed herewith
10.3 8-K 001-35121 10.1 April 26, 2023
10.4§ 10-K 001-35121 10.212 February 16, 2023
10.5§ 10-K 001-35121 10.213 February 16, 2023
10.6§ 10-K 001-35121 10.214 February 16, 2023
10.7§ 10-K 001-35121 10.215 February 16, 2023
31.1 Filed herewith
36
Incorporated by Reference
Exhibit Number Exhibit Description Form File No. Exhibit Filing Date
31.2 Filed herewith
32.1 Furnished herewith
32.2 Furnished herewith
101.INS XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document)
101.SCH XBRL Taxonomy Extension Schema
101.CAL XBRL Taxonomy Extension Calculation Linkbase
101.DEF XBRL Taxonomy Extension Definition Linkbase
101.LAB XBRL Taxonomy Extension Label Linkbase
101.PRE XBRL Taxonomy Extension Presentation Linkbase
104 The cover page from Air Lease Corporation's Quarterly Report on Form 10-Q for the quarter ended March 31, 2023, formatted in Inline XBRL and contained in Exhibit 101

§ Management contract or compensatory plan or arrangement.
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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
AIR LEASE CORPORATION
May 1, 2023 /s/ John L. Plueger
John L. Plueger
Chief Executive Officer and President
(Principal Executive Officer)
May 1, 2023 /s/ Gregory B. Willis
Gregory B. Willis
Executive Vice President and Chief Financial Officer
(Principal Financial Officer and Principal Accounting Officer)

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