Blackbird Capital II LLC closes $745,000,000 Aircraft Secured Notes to Refinance Existing Warehouse Debt

DUBLIN, Ireland, July 1, 2021 — Blackbird Capital II LLC (“Blackbird”) announced today that Blackbird Capital II Aircraft Lease Limited (“BBIRD Cayman”) and Blackbird Capital II Aircraft Lease US LLC (“BBIRD USA”, and collectively, the "Issuers") have closed a $745,000,000 Fixed Rate Notes offering, comprised of US$630,000,000 of 2.443% Series A Fixed Rate Notes ("Series A Notes") and US$115,000,000 of 3.446% Series B Fixed Rate Notes ("Series B Notes", and together with the Series A Notes, the “Notes”).  The Cayman Issuer also issued a Series E Note representing the equity interest in BBIRD Cayman, which was acquired by Blackbird.

The Series A Notes and Series B Notes were rated A1 and Baa1, respectively, by Moody’s and A and BBB, respectively, by Kroll.   The Notes are backed by a portfolio of 18 aircraft (the "Aircraft") which will be acquired by the Issuers.  The Aircraft comprise a mix of narrowbody and widebody jet aircraft that, as of May 31, 2021, had an average age of 2.9 years and were leased or expected to be leased to 12 lessees based in 11 countries.  Air Lease Corporation and its Irish affiliate, ALC Aircraft Limited, will act as servicers with respect to the Aircraft.

Proceeds from the issuance of the Notes will be used by the Issuers to refinance the existing warehouse loans and/or acquire the Aircraft.  Napier Park, through third party funds it manages, and Air Lease Corporation, are retaining their equity stakes in the Joint Venture.

“We are extremely pleased to announce the closing of this significant transaction for Blackbird Capital II," said Shirley Lu, Vice President and Head of Management Business of Air Lease Corporation.  “This long-term financing transaction demonstrates the strength of the portfolio and the Blackbird franchise.  The Blackbird Capital II portfolio is an integral part of our overall management business which remains highly complementary to ALC’s platform and enables us to further serve our diverse, global airline customer base.  We thank the investors who participated in this deal for their support and Napier Park for their ongoing partnership in Blackbird.”

“This term issuance represents an important milestone in our ongoing Blackbird partnership with Air Lease Corporation. As evidenced by the success of the transaction, Napier Park continues to assemble investment portfolios that are designed to generate attractive risk-adjusted returns through market cycles on behalf of our investors, and do so in partnership with leading operators like ALC,” said Manu S. Rana, Partner at Napier Park.

BofA Securities acted as Global Coordinator, BofA Securities, Mizuho Securities, Citigroup and BNP PARIBAS acted as Joint Lead Structuring Agents and Joint Lead Bookrunners, MUFG acted as Joint Lead Bookrunner and Fifth Third Securities, SOCIETE GENERALE, Goldman Sachs and Co. LLC and Deutsche Bank Securities Inc. acted as Bookrunners.

Hughes Hubbard & Reed LLP acted as U.S. counsel to ALC and the Issuers, and Milbank LLP acted as U.S. counsel to the Initial Purchasers, the Global Coordinator, the Joint Lead Structuring Agents, the Joint Lead Bookrunners and the Bookrunners.  EY acted as U.S. and Irish tax advisors. Walkers acted as Cayman Islands counsel and A&L Goodbody acted as Irish counsel.

Canyon Financial Services Limited will act as the managing agent for the Issuers.  Citibank, N.A. will act as trustee, security trustee, paying agent and operating bank.  Mizuho Bank, Ltd., acting through its New York branch, will act as the liquidity facility provider.  DealVector, Inc. will provide certain investor services for the holders of the Notes