Conyers Dill & Pearman’s Jason Piney advised Aircastle Limited on its private placement of US$500 million aggregate principal amount of 6.25% senior unsecured notes due 2019 (the “Original Notes”) which priced on 27 November 2012. The initial purchasers were: J.P. Morgan Securities LLC, Citigroup Global Markets Inc., Goldman Sachs & Co., RBC Capital Markets, LLC. Skadden, Arps, Meagher & Flom LLP acted for Aircastle and Cahill Gordon & Reindel LLP acted for the initial purchasers.
Increased from its initial launch amount of US$400 million, Aircastle Limited has stated that net proceeds of the private placement will be used for general corporate purposes, including aviation assets.
On 17 January 2013, Aircastle Limited completed an offer to exchange up to US$500 million of its Original Notes (the “New Notes”). The exchange offer was made in order to satisfy certain obligations of Aircastle Limited contained in a Registration Rights Agreement, dated as of 30 November 2012.
The exchange offer expired at 5:00 pm, New York City time, on 16 January 2013. All US$500 million in aggregate principal amount of the Original Notes were exchanged. The New Notes are substantially identical to the Original Notes, except that the New Notes have been registered under the Securities Act 1933, as amended, and, as a result, transfer restrictions and registration rights provisions applicable to the Original Notes do not apply to the New Notes.