UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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Item 1.01 | Entry into a Material Definitive Agreement |
On April 28, 2025, Aircastle Advisor LLC (the “Borrower”), a wholly owned subsidiary of Aircastle Limited (the “Company”), entered into a Credit Agreement among the Borrower, MUFG Bank, Ltd. and Sumitomo Mitsui Trust Bank, Limited, New York Branch, as joint lead arrangers, the lenders party thereto from time to time, MUFG Bank, Ltd., as agent, and Industrial and Commercial Bank of China Limited, New York Branch, as senior managing agent (the “Credit Agreement”). The Credit Agreement provides for a five-year unsecured term loan in the amount of $600,000,000, with an option to increase the aggregate loan amount to $700,000,000 during the first year of the term. The obligations of the Borrower under the Credit Agreement are guaranteed by the Company, and the Company’s subsidiary Aircastle (Ireland) Designated Activity Company will also provide a guarantee in respect of the obligations of the Borrower under the Credit Agreement. The loans under the Credit Agreement will bear interest at Term SOFR plus 1.40%.
The Credit Agreement contains certain usual and customary affirmative and negative covenants for transactions of this type, which include, among others: limitations on additional indebtedness, liens, mergers, investments, restricted payments, transactions with affiliates, the entry into certain restrictive agreements and asset sales; and requirements to provide certain financial statements and other information.
The Credit Agreement also contains usual and customary events of default, including, among others: non-payment of principal, interest, fees and other amounts; material breach of a representation or warranty; non-performance of covenants and obligations; default on other material debt; bankruptcy or insolvency; and material judgments, in each case, subject to customary conditions and applicable cure periods.
The foregoing is qualified in its entirety by reference to the Credit Agreement, attached as Exhibit 10.1 hereto and incorporated herein by reference.
Item 2.03 | Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant |
The information included in Item 1.01 is incorporated herein by reference.
Item 9.01 | Financial Statements and Exhibits |
(d) Exhibits:
Exhibit |
Description | |
10.1* | Credit Agreement, dated as of April 28, 2025, among Aircastle Advisor LLC, as borrower, MUFG Bank, Ltd. and Sumitomo Mitsui Trust Bank, Limited, New York Branch, as joint lead arrangers, the lenders party thereto from time to time, MUFG Bank, Ltd., as agent, and Industrial and Commercial Bank of China Limited, New York Branch, as senior managing agent. | |
104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
* | Portions of this exhibit have been omitted pursuant to Item 601(b)(10)(iv) of Regulation S-K. |
SIGNATURE
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 hereunto duly authorized.
AIRCASTLE LIMITED | ||
(Registrant) | ||
By: | /s/ Sarah Clarkin | |
Name: | Sarah Clarkin | |
Title: | Chief Legal Officer and Secretary |
Date: May 2, 2025