0000899243-20-035331.txt : 20201228 0000899243-20-035331.hdr.sgml : 20201228 20201228201533 ACCESSION NUMBER: 0000899243-20-035331 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20201222 FILED AS OF DATE: 20201228 DATE AS OF CHANGE: 20201228 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ZAHLER ERIC J CENTRAL INDEX KEY: 0001233526 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38801 FILM NUMBER: 201419929 MAIL ADDRESS: STREET 1: 600 THIRD AVENUE CITY: NEW YORK STATE: NY ZIP: 10016 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: AerSale Corp CENTRAL INDEX KEY: 0001754170 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-MACHINERY, EQUIPMENT & SUPPLIES [5080] IRS NUMBER: 831751907 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 121 ALHAMBRA PLAZA STREET 2: SUITE 1700 CITY: CORAL GABLES STATE: FL ZIP: 33134 BUSINESS PHONE: (305) 764-3245 MAIL ADDRESS: STREET 1: 121 ALHAMBRA PLAZA STREET 2: SUITE 1700 CITY: CORAL GABLES STATE: FL ZIP: 33134 FORMER COMPANY: FORMER CONFORMED NAME: Monocle Acquisition Corp DATE OF NAME CHANGE: 20180925 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2020-12-22 0 0001754170 AerSale Corp ASLE 0001233526 ZAHLER ERIC J 121 ALHAMBRA PLAZA, SUITE 1700 CORAL GABLES FL 33134 1 0 0 0 Common Stock 2020-12-22 4 D 0 3253418 D 1335885 I See footnote Common Stock 2020-12-22 4 A 0 32500 A 1368385 I See footnote Warrant 11.50 2020-12-22 4 A 0 32500 A 2021-01-21 2025-12-22 Common Stock 32500 623834 I See footnote Pursuant to the consummation of the business combination of Monocle Acquisition Corporation ("Monocle"), Monocle Holdings, Inc. (following the business combination, the "Issuer") and AerSale Corp., Monocle Partners, LLC ("Sponsor") (a) forfeited 3,253,418 shares of common stock to the Issuer and (b) converted a previously issued promissory note into 32,500 shares of common stock and warrants to purchase an equal number of common shares. The securities are held directly by Monocle Partners, LLC ("Sponsor") and indirectly by Eric J. Zahler, Sai S. Devabhaktuni and Richard J. Townsend as managers of the Sponsor. Each of Messrs. Zahler, Devabhaktuni and Townsend disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein. Exhibit 24-Power of Attorney /s/ Martin Garmendia, Attorney-in-fact for Eric J. Zahler 2020-12-28 EX-24 2 attachment1.htm EX-24 DOCUMENT
                                                                      Exhibit 24

                                   POWER OF ATTORNEY

        With respect to holdings of and transactions in securities issued by
AerSale Corp. (the "Company"), the undersigned hereby constitutes and appoints
the individuals named on Schedule A attached hereto and as may be amended from
time to time, or any of them signing singly, with full power of substitution and
resubstitution, to act as the undersigned's true and lawful attorney-in-fact to:

        1.  prepare, execute in the undersigned's name and on the
            undersigned's behalf, and submit to the United States Securities and
            Exchange Commission (the "SEC") a Form ID, including amendments
            thereto, and any other documents necessary or appropriate to obtain
            and/or regenerate codes and passwords enabling the undersigned to
            make electronic filings with the SEC of reports required by Section
            16(a) of the Securities Exchange Act of 1934, as amended, or any
            rule or regulation of the SEC;

        2.  execute for and on behalf of the undersigned, Forms 3, 4, and 5 in
            accordance with Section 16 of the Securities Exchange Act of 1934,
            as amended, and the rules thereunder;

        3.  do and perform any and all acts for and on behalf of the
            undersigned which may be necessary or desirable to complete and
            execute any such Form 3, 4, or 5, complete and execute any amendment
            or amendments thereto, and timely file such form with the SEC and
            any stock exchange or similar authority; and

        4.  take any other action of any type whatsoever in connection with the
            foregoing which, in the opinion of such attorney-in-fact, may be of
            benefit to, in the best interest of, or legally required by, the
            undersigned, it being understood that the documents executed by such
            attorney-in-fact on behalf of the undersigned pursuant to this Power
            of Attorney shall be in such form and shall contain such terms and
            conditions as such attorney-in-fact may approve in such attorney-in-
            fact's discretion.

        The undersigned hereby grants to each such attorney-in-fact full power
and authority to do and perform any and every act and thing whatsoever
requisite, necessary, or proper to be done in the exercise of any of the rights
and powers herein granted, as fully to all intents and purposes as the
undersigned might or could do if personally present, with full power of
substitution and resubstitution or revocation, hereby ratifying and confirming
all that such attorney-in-fact, or such attorneys-in-fact substitute or
substitutes, shall lawfully do or cause to be done by virtue of this Power of
Attorney and the rights and powers herein granted.

        The undersigned acknowledges that the foregoing attorneys-in-fact, in
serving in such capacity at the request of the undersigned, are not assuming,
nor is the Company assuming, any of the undersigned's responsibilities to comply
with Section 16 of the Securities Exchange Act of 1934, as amended.

        This Power of Attorney shall remain in full force and effect until the
earliest to occur of (a) the undersigned is no longer required to file Forms 3,
4 and 5 with respect to the undersigned's holdings of and transactions in
securities issued by the Company, (b) revocation by the undersigned in a signed
writing delivered to the foregoing attorneys-in-fact or (c) as to any attorney-
in-fact individually, until such attorney-in-fact is no longer an employee of
the Company.

        IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to
be executed as of December 23, 2020.

                                 Eric J. Zahler

                                 Signature: /s/ Eric J. Zahler
                                            ----------------------------------
                                 Print Name:    Eric J. Zahler
                                 Print Title:   Director


                                      Schedule A

        Individuals Appointed as Attorney-in-Fact with Full Power of
Substitution and Resubstitution

1.  Martin Garmendia
2.  Nicolas Finazzo