Transport: aviation and air travel - finance in United States
Clifford Chance advises a range of investment banks, arrangers, finance and operating lessors, servicers, investors, airlines, export credit agencies and governmental authorities, on aviation finance transactions. Aviation capital markets transactions, including landmark debt and equity offerings and portfolio securitizations and EETC issuances, are a key areas of expertise. Zarrar Sehgal advised Aergo Capital on its second asset-backed securitization deal, METAL 2017-1, which is secured by a portfolio of 26 aircraft; he also advised the lead arranger and lender, Deutsche Bank, on the $579.8m Harbour Aircraft Investments securitization of 30 aircraft. Elsewhere, Emily Wicker, Philip Wagman and Lee Askenzai advised Global Jet Capital, as servicer, and Business Jet Securities 2018-2, as issuer, on the issuance of $674m of secured notes in an asset backed securitization. Patrick O’Reilly was instructed by lessor, AWAS (Ireland), on the sale and leaseback of five Boeing 737-MAX-8 aircraft with GOL Linhas Aéreas, coupled with lessor PDP financing for each aircraft. Also recommended is Madalyn Miller, who was promoted to partner in May 2019. John Howitt and Sehgal jointly lead the US asset finance team. Named lawyers are based in New York.
‘Always prepared’, the ‘creative’ team at Milbank is known for ‘providing solutions - not problems’. The team handles a range of aviation-related transactions, with expertise across acquisition and warehouse financing, secured portfolio financing, ABS, EETCs, private placements, structured financing, AFIC and ECA financing, as well as, aviation M&A deals, IPOs, JVs and aircraft portfolio acquisitions and disposals. Global head of the transportation and space group Drew Fine, Helfried Schwarz, London-based Mark Stamp and Dean Sattler advised Terra Firma on the sale of AWAS, a $7.5bn Dublin-based aircraft leasing company to Dubai Aerospace Enterprise. Fine and London-based James Cameron advised Citi and BNP Paribas, as structuring agents and bookrunners, on the $722.5m ABS for KDAC Aviation Finance. Fine also advised Caisse de dépôt et placement du Québec (CDPQ) on its JV agreement with GE Capital Aviation Services (GECAS) to create a new global aircraft financing platform. Elsewhere, James Pascale acted for the note purchasers and lenders in a $306m private placement and loan transaction for Atlas/Titan Aviation to finance six converted Boeing 767 freighters on lease to Amazon. Special counsel Freyda Mechlowicz is also a key figure. Named individuals are based in the firm’s New York office otherwise stated.
Vedder Price fields 'a vast team', with expertise across a full range of aviation finance transactions, including M&A deals, aircraft ABS and debt financing, structured multi-aircraft financing, and sale and leaseback transactions. Global transportation finance head Geoffrey Kass and Los Angeles-based Raviv Surpin advised BBAM on an acquisition by its managed entities of 132 Airbus aircraft, and options to purchase an additional 50 A320/321 NEO family aircraft, from AirAsia Berhad and its subsidiary, Asia Aviation Capital. New York-based Cameron Gee advised Macquarie AirFinance on a $3bn term loan facility, secured by 145 aircraft, and also assisted with its related $1bn unsecured revolving facility. Kass and Adam Beringer advised Castlelake Aircraft Structured Trust 2018-1 (CLAS 2018-1), as issuer, and Castlelake, as servicer, on its fifth structured ABS financing. In New York, Jeffrey Veber, who is praised for his ‘longstanding experience’ and his ability to ‘foresee the client’s needs’, and Michael Draz acted for ITE Management as the anchor equity investor in Air Lease Corporation’s Thunderbolt II asset backed securitization, which is secured by a portfolio of 18 jet aircraft on lease to 16 lessees based in 15 countries. Christopher Setteducati in New York, Dean Gerber, Los Angeles-based associate Clay Thomas, Mark Ditto, Robert Hankes and John Bycraft are also key figures. Named individuals are based in Chicago unless otherwise indicated. Mehtap Cevher Conti joined Arnold & Porter in 2018.
Debevoise & Plimpton LLP is regularly instructed in aircraft and non-aircraft financings, capital markets transactions, fleet purchases, M&A, restructurings and airport infrastructure development mandates. Brian Liu advised AAR Corp on a term loan for its new Canadian subsidiary, AAR Canada Holdings. Counsel Jaeyong So, Jasmine Ball and Geoffrey Burgess in London are advising CHC Group on its Chapter 11 proceedings in the US Bankruptcy Court for the Northern District of Texas, in which CHC successfully restructured more than $2bn of debt. The team is also particularly noted for its experience in acting for leading airlines. Counsel John Curry and Paul Brusiloff jointly head the team. Lawyers are based in New York unless otherwise stated. Le Lam has moved to an in-house role.
Holland & Knight LLP
Holland & Knight LLP is ‘well aware of the details of every case’, and with ‘offices on the East and West coasts, as well as London, its aircraft deal team never sleeps’. The practice group handles a range of domestic and cross-border aviation finance transactions and is particularly noted for its ‘strong lessor practice’. Phillip Durham advised BBAM on the lease, portfolio financing and acquisition of 14 engines from Air Asia, which is part of the $1.2bn acquisition by BBAM of the Air Asia Capital portfolio. In San Francisco, William Piels and Nathan Leavitt advised GE Capital Aviation Services (GECAS) on the sale of eight narrow-body aircraft to Haitong, which was coupled with an agreement for GECAS to service the related leases. In addition, the team is praised for its ‘great approach to transactions involving parties in Latin America’. Richard Furey, who is ‘passionately client-driven’, and Fred Bass are also key figures, as are Brian Daigle and San Francisco-based Carrie Friesen-Meyers, who is ‘super-productive’. John Pritchard heads the team with Durham, who ‘makes the complex so simple’ and acts as deputy practice group chair for the global transportation finance department. Named individuals are based in the firm’s New York office unless otherwise noted.
Hughes Hubbard & Reed LLP is active across a range of aviation deals, including securities offerings, M&A, workouts and bankruptcies, and inter-airline mandates. Steven Chung in Washington DC, who jointly heads the team with John Hoyns, advised Air Lease Corporation, as the seller and servicer, on an asset-backed securitization for Thunderbolt II Aircraft Lease and Thunderbolt II APS, to be serviced by Air Lease Corporation; he also advised Citigroup Global Markets, as lead structuring agent and joint lead bookrunner, on a $911.3m asset-backed securitization for Castlelake Aircraft Structured Trust 2018-1, to be serviced by Castlelake. Hyons represented United Airlines in a $225.7m public offering of Class B certificates, part of its Series 2018-1 enhanced equipment trust certificates. Mark Denham in Miami, Andrew Fowler, Terry Sanders and counsel Jason Kaplan are also recommended. Additionally, the team was further strengthened by arrival of Jonathan Goldstein from Pillsbury Winthrop Shaw Pittman, LLP. Named lawyers are based in New York unless otherwise stated.
The New York-based team at Norton Rose Fulbright US LLP is regularly engaged in portfolio transactions. Indeed, James Tussing advises Apollo Aviation on portfolio acquisitions of aircraft on lease to airlines worldwide, and also advises on the credit facilities to finance those acquisitions. Leasing transactions are also a key area of expertise and, in another highlight, Tussing advised Willis Lease Finance Corporation on an ABS transaction secured by approximately 55 leased aircraft engines. Latin American deals are also a speciality, and in this space Sean Corrigan advised LATAM Airlines on the $302m financing of a 32 aircraft portfolio with a bank syndicate led by DVB Bank SE. Alyssa Marie Vazquez jointly heads the team with Tussing and Corrigan, and senior associate Kelli Sallemi is also recommended.
White & Case LLP is adept at handling complex cross-border aviation finance matters, and it is particularly noted for its experience in structured lease transactions. Michael Smith in New York regularly handles aircraft finance and equipment leasing transactions and advised CIT Group, as financing partner, on White Oak Global Advisors’ $550m transaction with GE Capital Aviation Services to buy and immediately lease back 20 wide-body aircraft engines. Elsewhere, Christian Hansen in Miami advised Avianca in a JOLCO financing for a Boeing 787-8 Dreamliner. Richard Smith in Los Angeles is also recommended. Global head of asset finance Christopher Frampton, who is based in New York, jointly heads the aviation team with Hansen. Jeannine Acevedo in Miami and associate David Grotts in Los Angeles are also key names.
The ‘top-quality’ team at Katten has experience in cross-border and emerging market structured finance deals and commercial fleet transactions, and also handles the sale, financing, purchase and operation of business jets. Department head Timothy Lynes (‘a good leader’) advised long-standing client Embraer on several matters, including the ongoing amendments to the purchase agreement between Embraer and SkyWest, regarding SkyWest’s purchase of more than 100 aircraft. Further, Lynes and Jane Cavanaugh advised Citibank on the sale by Wells Fargo Bank Northwest, National Association of four Boeing 757-200 airframes to Cavu Aerospace. Tom Healey is also noted, as are New York-based Stewart Herman and securitization expert Paul Kruger, who joined in 2018 from Sidley Austin LLP. Named lawyers are based in Washington DC unless stated otherwise.
Pillsbury Winthrop Shaw Pittman, LLP's 'pragmatic' team stands out for its experience of aviation finance and operating leases, and is praised for its ‘excellent industry knowledge’. Global finance head Mark Lessard, who is ‘extremely smart and thoughtful, and aims to provide excellent service 100% of the time’, advised Merrill Lynch Pierce Fenner & Smith, MUFG Securities Americas and Wells Fargo Securities, as underwriters, and Bank of America, as initial liquidity facility provider, on the $373.4m Willis Engine Structured Trust IV (WEST IV), which will be secured by, among other things, WEST IV’s direct and indirect interests in a portfolio of 55 aircraft engines and one airframe. Elsewhere, Charlotta Otterbeck advised Ethiopian Airlines Group on its first aircraft finance insurance consortium (AFIC) supported financing, involving both a senior and a junior loan facility for five Boeing 737-800 aircraft; she also advised Turkish Airlines on its first AFIC supported aircraft financing transaction. Recently promoted partner Melissa Jones-Prus is also recommended, as are counsel Richard Evans and special counsel Jason Greenberg, both of whom are based in Los Angeles. Named individuals are based in New York unless otherwise stated. Jonathan Goldstein joined Hughes Hubbard & Reed LLP in January 2019.
Arnold & Porter's aviation finance and leasing practice advises major financial institutions and investment banks, aircraft operating lessors, aircraft and engine manufacturers, private equity and hedge funds, and airlines on a range of commercial, cargo and private jet aircraft transactions. Department head Henry Morriello acted for a European bank in the provision of a bridge loan acquisition facility to an operating lessor, secured by a portfolio of six aircraft, and Mehtap Cevher Conti, who joined in 2018 from Vedder Price, advised a US private jet company on its bid for the XOJET fleet. Daniel Hartnett and William Fellerhoff in Chicago are also recommended, as is Lawton Camp. Named lawyers are based in New York unless otherwise stated.
King & Spalding LLP is active across business aircraft acquisitions, disposals and financing transactions. Christopher Buchanan and Todd Holleman, who is based in New York, advised SunTrust Robinson Humphrey, as joint lead arranger, and SunTrust Bank, as administrative agent, on the close of a $125m senior secured syndicated revolving credit facility for helicopter operator Era Group. Transportation finance group head Jason Huff is ‘excellent’. Associates Mickey Jett, who handles equipment finance and leasing matters, and Derek Marks, are also key figures in the largely Charlotte-based team.
McGuireWoods LLP is ‘responsive and knowledgeable with respect to FAA registry and International Registry requirements and current market practices’. The team handles the financing, leasing, purchase and sale of corporate aircraft and is also instructed on the acquisition, disposal and management of commercial aircraft portfolios. Practice head Patricia Hosmer and counsel Preston Hurrell have been singled out by clients, while other recommended names include David Whelpley and Peter Szurley, who is based in San Francisco. Named individuals are based in Charlotte unless indicated otherwise.
Reed Smith LLP
Reed Smith LLP regularly handles aviation leasing and financing transactions, often with a cross-border element. Elizabeth Evans, who jointly heads the team with Robert Vilter, is experienced across aviation, project and satellite finance mandates. Richard Tannenbaum and Miami-based counsel Marie Pierre-Grondin, who joined in 2018 from an in-house role, are also key figures. Lawyers are based in New York unless otherwise stated.