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.
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
"White & Case has a very broad international team, which can help with multi-jurisdictional transactions, as many of the international requirements can be quickly and efficiently co-ordinated in-house"
Chambers Global 2015: Aviation
"White & Case LLP's highly rated asset finance group is extremely experienced in aviation ...finance."
The Legal 500 – United States, 2014
#1 Law Firm for Structured Leases
Airfinance Journal 2014
#1 Most Active Law Firm for Operating Leases
Airfinance Journal 2014
Band 2: Global Asset Finance
Chambers and Partners Global 2014
China Deal of the Year 2014
#2 Overall Global Law Firm
Airfinance Journal 2014
Asia Deal of the Year 2013
Deal of the Year: MIAT Mongolian Airlines
Trade Finance 2013
Most Highly Regarded Firms: Aviation
Who's Who Legal 2013
Tier 1: Equipment Finance Law (National)
U.S. News & World Report — Best Lawyers 2012 – 2013
#1 Law Firm for Operating Leases
Airfinance Journal 2013
American Airlines credit facility, 2014
Representation of (i) Citibank, as administrative agent, in a US$1.15 billion credit facility for American Airlines, 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) Deutsche Bank, as administrative agent, in connection with the US$400 million increase of the revolver under American Airlines' existing credit facility secured by certain of its SGRs related to its services to South American destinations.
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.
Avianca French Tax Lease, 2014
Representation of BNP Paribas S.A. acting through its wholly-owned SPV as lessor, in the structuring and negotiation of the U.S. Ex-Im Bank supported financing of two Boeing model 787-8 aircraft to the Colombian airline Avianca utilizing a French tax lease and representation of TD Bank, S.A. and BNP Paribas S.A. in their capacity as lenders in the guaranteed loan granted to the lessor. This was the first Ex-Im Guaranteed deal for Avianca.
BBAM Aircraft Management LLC, purchase and lease and back leveraging of six aircraft with Japanese Operating Lease, 2014
Representation of BBAM Aircraft Management LLC in the purchase and lease, and back-leveraging of six Boeing 777-300ER aircraft with fixed and floating rate, non-recourse loans in a transaction involving the use of a JOL structure for wide-body aircraft. This matter involved White & Case lawyers from across our practice groups and jurisdictions, including Asset Finance, Derivatives, and Tax working together from our offices in the US, the UK and Japan to support BBAM Aircraft Management in achieving their objectives.
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.
JetBlue privately placed EETC transactions, 2014
Representation of JetBlue Airways Corporation in the sale of US$225 million privately placed Enhanced Equipment Trust Certificates (EETCs), arranged by Citigroup Global Markets Inc. as placement agent. The EETCs are effectively secured by first priority liens on 14 Airbus A320-232 aircraft owned by JetBlue, and the facility has the benefit of an 18-month liquidity facility provided by KfW IPEX-Bank GmbH. This matter is a strong example of our innovative work in the US aviation finance sector, and was one of the first privately placed EETC transactions.
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.
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.
UK's first EETC transaction, and the first EETC transaction to incorporate a JOLCO, 2013
Representation of Standard & Poor's Rating Services in connection with the British Airways plc. US$900 million enhanced equipment trust (EETC) financing for six A320, six B787 and two B777 aircraft. This transaction represented a significant step forward for the international market in EETC financings, with the additional innovative feature of a Japanese operating lease with a call option (JOLCO) being incorporated into the structure.
US Export-Import (Ex-Im) Bank's first bond secured by helicopters, 2013
Representation of Deutsche Bank Securities as bookrunner and initial purchaser in Milestone Aviation Group Limited's US$187.4 million US Ex-Im Bank guaranteed notes issuance. Proceeds were used to refinance nine Sikorsky S-92 helicopters. Helicopters are less familiar to bond investors than commercial aircraft, making this transaction more complicated than a traditional aviation financing and requiring the application of financing techniques and sector knowledge to a new asset class. US Ex-Im Bank's extension of this type of funding to helicopter exports will help support this very competitive US aerospace industry.