The aviation industry is now relatively stable following a sustained period of top-line revenue growth driven by record passenger numbers. Fleet expansion and renewal – particularly in Asia and the Middle East – have driven the order books for new deliveries markedly higher, with Boeing and Airbus reporting notable order backlogs. At a time when airlines and operating lessors alike face significant decisions in funding their respective capital expenditure programs, liquidity levels from traditional financiers have recovered and attractive terms are available for many operators.
Despite this apparent stability, stakeholders face a variety of uncertainties as the aviation industry continues to evolve. The sheer volume of projected deliveries requires consideration of the benefits of diversifying funding sources. The regulatory environment is changing in various markets, and the risk of disruption with respect to geopolitical events remains. In addressing these challenges at a time when deals and transactions are increasing in size and complexity, our lawyers provide clients with invaluable insight into the international aviation industry.
We have substantial experience and knowledge in the commercial aviation sector. The experience we have developed in representing airlines and operating lessors, their debt and equity financiers, manufacturers and multiple export credit agencies ("ECAs") throughout our global network gives us a clear understanding and perspective of the myriad issues that successful financings in this sector must creatively and effectively address.
Our global platform, cross-disciplinary approach and substantial industry knowledge combine to put us in a unique position to navigate the complexities our clients are facing.
Our lawyers have substantial experience in all products deployed or utilized in complex structured financings in this sector, including enhanced equipment trust certificate (EETC) financings, asset-based securitization (ABS) transactions, warehouse loan facilities and pre-delivery payment (PDP) financings. We have experience in all types of Japanese operating lease transactions (JOLs and JOLCOs), have advised and represented clients on equity and debt raises in the US capital markets and have advised and represented numerous clients in connection with high-profile airline bankruptcies and restructurings. We also routinely advise on acquisitions of and/or investments in aircraft leasing companies and aircraft portfolios, secured and unsecured bridge and revolving credit financings, non-US dollar capital raises, all aspects of ECA-supported and manufacturer financings, private jet financings and a wide range of regulatory and asset repossession matters.
In addition to our transactional work, White & Case provides its aircraft clients with a broad range of litigation and dispute resolution services. We advise owners, lessors, lenders and guarantors in the planning and exercise of remedies in connection with failed or defaulted financings, including the pursuit of actions for damages or specific performance in appropriate courts and arbitration tribunals. Our litigators have coordinated the arrest and repossession of aircraft in the United States and Europe and have pursued litigation for clients (both lessors and lessees) in several situations arising out of disputes over lease return and maintenance provisions. Our bankruptcy lawyers have significant experience representing aircraft clients in bankruptcy courts and in related federal and state court litigation.
We are recognized as one of the few firms with established knowledge and experience in the developing market for the commercial financing of helicopter fleets, an emerging sector.
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AWARDS & RECOGNITION
Tier1: Equipment Finance
U.S. News & World Report 2017
Most Highly Regarded Aviation Firms
Who's Who Legal 2016
Band 2: Transportation: Aviation
Chambers Global 2016
Tier 2: Asset Finance & Leasing
The Legal 500 2016
Equipment Finance Law Firm of the Year
US News & World Report 2015
"International heavyweight that benefits from its strong network of offices across the USA, Europe and Asia, to service globally focused clients. Adeptly handles the whole gamut of aviation financing from operating leases and ECA backed bond financing to EETC issuances and syndicated portfolio financing for helicopter leasing entities."
Chambers Global 2015: Aviation
" Well-regarded team for asset finance and export credit transactions. Has recently been involved in a number of high-value aviation finance projects...Maintains a diverse client base, which includes a long list of national banks and international airlines."
Chambers Europe 2015
"[White & Case] has distinguished itself in acting for banks or borrowers in significant transactions, with an emphasis on the size of the deals, complexity and geographic location."
Airport Finance Law Firm of the Year, Global Trade Finance 2015
#1 Law Firm for Structured Leases
Airfinance Journal 2014
#1 Most Active Law Firm for Operating Leases
Airfinance Journal 2014
Copa Airlines JOLCO financings, 2016
Representation of Copa Airlines in a series of financings for new Boeing 737-800 aircraft structured as Japanese Operating Leases with Call Options (JOLCO). This transaction represented the first Latin American airline in many years to have access to the JOLCO market. This was a landmark deal for COPA Airlines, and White & Case played an instrumental role throughout this complex financing which involved structured leasing through Japan, Panama and Ireland.
First Italian tax lease combined with ECA support, 2015
Representation of Société Générale on the financing of five A330s for Turkish Airlines. This transaction is the first time that an Italian tax lease structure has been combined with ECA support from Euler Hermes, and was awarded "Trade & Export Finance Deal of the Year" by Bonds & Loans Turkey Awards 2015.
One of the largest private placement transactions in Italy, 2015
Representation of Morgan Stanley, as lead underwriter, in connection with Alitalia's €375 million (US$413 million) senior unsecured bond private placement on the Irish Stock Exchange. The bond was issued with notes denomination of €100,000, a term of five years and a fixed annual coupon of 5.25%. This transaction was awarded "Capital Markets Unsecured Debt Deal of the Year" by Airfinance Journal 2016.
First-ever COFACE-guaranteed bond transaction financing ATR aircraft, 2015
Representation of COFACE, as guarantor, in the US$143.7 million guaranteed floating rate notes privately placed and due 2025 by Aeronautic Investments 18 Limited, a financing structure vehicle for Transportation Partners. The bond is reinsured by SACE, and was awarded "Export Credit Deal of the Year" by Airfinance Journal 2016.
Atlas Air EETC Restructuring, 2015
Representation of Atlas Air, Inc., in connection with its partial refinancing of all three of its EETC transactions (1998, 1999 and 2000) that were previously restructured in its bankruptcy case in 2004, involving a redemption of all of the equipment notes related to five aircraft out of 12 aircraft originally financed by such EETC transactions. A partial refinancing of such EETCs is expected to have a significant impact on the overall capital structure and results of the operation of Atlas Air, Inc., not merely an asset financing transaction. This refinancing transaction, as far as White & Case is aware, has no precedent.
American Airlines credit facility and amendment, 2014-2015
Representation of Citibank, as administrative agent, in (i) a US$1.15 billion credit facility for American Airlines, that was secured by certain of its slots, foreign gate leaseholders and route authorities (SGRs) related to its services to London, Tokyo or Chinese destinations, consisting of a revolver of up to US$400 million and a term loan facility of up to US$750 million and (ii) the amendment of the same credit facility in connection with a repricing of the US$750 million term loan facility, the release of the security related to services to Tokyo and Chinese destinations, the addition of security related to US Airways services to London, and the addition of the ability of American Airlines to substitute or add additional security.
Minsheng Financial Leasing, asset portfolio acquisition, 2014
Representation of Minsheng Financial Leasing Co., Ltd in connection with the purchase of an entire portfolio of 13 aircraft from SMBC Aviation Capital Limited and the purchase of additional aircraft from Guggenheim Aviation. Our work included the relevant asset sales and novations in respect of existing leases with a variety of different carriers as well as the novation of purchase agreements and anticipated operating arrangements with other airlines, and involved financing from, among others, BNP Paribas in Singapore. This matter is another strong example of our innovative work in the international aviation finance sector, and was awarded "China Deal of the Year" in 2014.
American Airlines, Inc. bankruptcy restructuring, 2013
Representation of The Brazilian Development Bank (BNDES) in American Airlines' US$1.8 billion bankruptcy restructuring of 39 ERJ135 Aircraft, 59 ERJ140 Aircraft, and 118 ERJ145 Aircraft. The restructuring negotiations carried out during the bankruptcies of AMR Corporation (the parent company of American Airlines) and its subsidiaries were lengthy and highly complex, and included the debtors, their unsecured creditors committee and another committee of bondholders, the aircraft manufacturer and our clients. The restructuring enabled American Airlines to better control the size and mix of its regional aircraft fleet to better align with its overall fleet plan. Reaching a consensual restructuring also permitted BNDES to minimize its potential losses and to continue to support the financing.
European export credit agencies (ECA) on-lending transaction in China, 2013
Representation of the European export credit agencies (with Coface as the fronting agency) in the refinancing of four Shenzhen Airlines Co., Ltd. Airbus A320-200 aircraft financed by The Bank of Tokyo-Mitsubishi UFJ, Ltd. The refinancing was structured as a loan/on-loan, with the Export-Import Bank of China acting as on-lender. This was the first ECA-supported on-lending transaction to be completed in several years, and involved the new form ECA precedent documents. It also represents the first on-lending transaction the European ECAs have completed in China.
Innovative European ECA-supported financing with built-in capital markets refinancing, 2013
Representation of the Export Credits Guarantee Department (ECGD) in the US$300 million ECA-supported bond refinancing of an ECA-supported financing of four Airbus A330 aircraft. This was also the first ECA deal that built in the ability to refinance the deal in the debt capital markets from day one, and other transactions are being based on these documents and principles. While the issuer of the capital markets bonds was a Cayman special purpose vehicle, the deal credit is ultimately Malaysian Airline System Berhad.
Pegasus Airlines' US$360 million IPO and listing on Borsa Istanbul, 2013
Representation of Pegasus Airlines and its majority shareholder, Esas Holding A.S., in the IPO and listing on Borsa Istanbul of Pegasus Airlines. This offering was the largest IPO in Turkey since November 2010. This matter demonstrates how our team in the US works with clients around the world, bringing global best practice asset financing and capital markets techniques to their key transactions.