Bauer Trust Amends AerSale Stake

TL;DR

Bauer Trust updated its AerSale stake filing. No major changes mentioned, but always watch these filings.

AI Summary

George P. Bauer Revocable Trust, through its trustee George P. Bauer, has filed Amendment No. 5 to its Schedule 13D regarding AerSale Corp. The filing, dated March 11, 2024, indicates a change in beneficial ownership. The trust previously held shares under the former name Monocle Acquisition Corp.

Why It Matters

This filing signals a potential shift in significant shareholding for AerSale Corp, which could influence stock price and corporate strategy.

Risk Assessment

Risk Level: medium — Schedule 13D filings indicate significant ownership stakes, and amendments can signal changes in strategy or control, impacting the company's stock.

Key Players & Entities

• George P. Bauer Revocable Trust (company) — Filing entity
• George P. Bauer (person) — Trustee of the filing entity
• AerSale Corp (company) — Subject company
• Monocle Acquisition Corp (company) — Former name of the subject company

FAQ

Key Financial Figures

• $11.50 — s basis, at a warrant exercise price of $11.50 per share (the “Warrants”)
• $17.25 — tain AerSale stockholders at a price of $17.25 per share. On December 6, 2021, the Tru
• $6 — the open market at an average price of $6.15, $6.20, $6.25, $6.30 and $6.45 per w
• $6.30 — n average price of $6.15, $6.20, $6.25, $6.30 and $6.45 per warrant, respectively. On
• $6.45 — price of $6.15, $6.20, $6.25, $6.30 and $6.45 per warrant, respectively. On September
• $6.10 — the open market at an average price of $6.10 and $6.18 per warrant, respectively. Th
• $6.18 — market at an average price of $6.10 and $6.18 per warrant, respectively. There have b
• $13.45 — ple transactions at prices ranging from $13.45 to $13.50, inclusive. 3 The shares we
• $13 — ctions at prices ranging from $13.45 to $13.50, inclusive. 3 The shares were purc
• $14.32 — ple transactions at prices ranging from $14.32 to $14.35, inclusive. 4 The shares we
• $14 — ctions at prices ranging from $14.32 to $14.35, inclusive. 4 The shares were purc
• $13.40 — ple transactions at prices ranging from $13.40 to $13.70, inclusive. 6 The shares we
• $13.02 — ple transactions at prices ranging from $13.02 to $13.15, inclusive. 7 The shares we
• $15.00 — ple transactions at prices ranging from $15.00 to $17.50, inclusive. 8 The shares we
• $17 — ctions at prices ranging from $15.00 to $17.50, inclusive. 8 The shares were purc

Filing Documents

• ea0201660-13da5bauer_aersale.htm (SC 13D/A) — 76KB
• 0001213900-24-021788.txt ( ) — 78KB

Security

Item 1. Security and Issuer. The securities to which this Amendment No. 5 to Schedule 13D relates are shares of common stock, $.0001 par value per share (“Common Stock”), of AerSale Corporation (formerly “Monocle Acquisition Corporation”), a Delaware corporation (the “Company”), and amends and supplements the Schedule 13D filed with the Securities and Exchange Commission (the “SEC”) on December 22, 2020, as amended by the Amendment No. 1 to Schedule 13D previously filed on September 29, 2021, and as further amended by the Amendment No. 2 to Schedule 13D previously filed on October 7, 2021, and as further amended by the Amendment No. 3 to Schedule 13D previously filed on December 28, 2021, and as further amended by the Amendment No. 4 to Schedule 13D previously filed on November 21, 2022 . The Company’s Common Stock is listed on The NASDAQ Stock Market under the symbol “ASLE” (formerly “MNCL”). The address of the Company’s principal executive office is 255 Alhambra Circle, Suite 435, Coral Gables, Florida 33134 (formerly 121 Alhambra Plaza, Suite 1700, Coral Gables, Florida 33134).

Identity

Item 2. Identity and Background. (a) This Schedule 13D is being filed by each of the following persons (collectively, the “Reporting Persons” and, individually, a “Reporting Person”): George P. Bauer Revocable Trust, dated 7/20/1990, a Connecticut trust (the “Trust”); and George P. Bauer (“Mr. Bauer”). Mr. Bauer is the trustee and a beneficiary of the Trust. (b) The address of each Reporting Person is as follows: For the Trust: George P. Bauer Revocable Trust, dated 7/20/1990 c/o George P. Bauer, Trustee 499 Silvermine Road New Canaan, CT 06840 For Mr. Bauer: George P. Bauer 499 Silvermine Road New Canaan, CT 06840 (c) Present Principal Occupation or Employment: For the Trust: Not applicable For Mr. Bauer: Investor (d) The Reporting Persons each have not, during the last five years, been convicted in a criminal proceeding (excluding traffic violations and similar misdemeanors). CUSIP No. 00810F106 13D Page 5 of 6 Pages (e) The Reporting Persons each have not, during the last five years, been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such a proceeding, been subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. (f) Citizenship/Place of Organization: For the Trust: Connecticut For Mr. Bauer: United States

Source

Item 3. Source or Amount of Funds or Other Consideration. All shares of the Company’s Common Stock and Warrants acquired by the Reporting Persons were acquired with personal funds.

Purpose

Item 4. Purpose of Transaction. The Reporting Persons acquired the shares of the Company’s Common Stock and Warrants and currently hold the shares of the Company’s Common Stock, as described herein, for investment purposes. The Reporting Persons believed that the shares of Common Stock and Warrants, when purchased, represented an attractive investment opportunity. The Reporting Persons do not have any plans or proposals that relate to or would result in any of the actions specified in clauses (a) through (j) of Item 4 to Schedule 13D.

Interest

Item 5. Interest in Securities of the Issuer. (a) The Trust beneficially owns 3,914,794 shares of Common Stock of the Company, or approximately 7.5% of the total issued and outstanding shares of Common Stock of the Company. This total includes: (i) 2,125,000 shares of Common Stock owned by the Reporting Person; (ii) 733,202 shares of Common Stock owned by the Reporting Person following the exercise of the Warrants, on a cashless basis, by the Reporting Person; (iii) 200,000 shares of Common Stock owned by the Reporting Person following acquisition in a secondary offering by certain AerSale stockholders; (iv) 876,592 shares of Common Stock owned by the Reporting Person following acquisition via a combination of purchases with personal funds in the open market, and (v) 20,000 shares of Common Stock sold by the Reporting Person following an open market sale on July 3, 2023. (b) Mr. Bauer, as Trustee of the Trust, has the sole power to vote or direct the vote, and to dispose or direct the disposition, of 3,914,794 shares of the Company’s Common Stock owned by the Trust. (c) Between February 3, 2022 and March 11 2024, the Trust acquired 876,592 shares of Common Stock via a combination of purchases on the open market (the “Open Market Purchase”) and sold 20,000 shares of Common Stock via an open market sale on July 3, 2023 (the “Open Market Sale”). The Open Market Purchase and Open Market Sale transactions by the Trust are set forth in Schedule A and are incorporated herein by reference. On August 29, 2022, the Trust acquired 200,000 shares of Common Stock in a secondary offering by certain AerSale stockholders at a price of $17.25 per share. On December 6, 2021, the Trust exercised 1,972,566 Warrants, on a cashless basis, at the warrant exercise price of $11.50. On September 29, September 30, October 1, October 4, and October 6, 2021, the Trust sold 10,764 Warrants, 143,256 Warrants, 87,619 Warrants, 560,109 Warrants and 348,110 War

Contracts,

Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer. The Reporting Persons have no contracts, arrangements, understandings or relationships with any other person with respect to any securities of the Issuer, other than as disclosed in the Subscription Agreement. CUSIP No. 00810F106 13D Page 6 of 6 Pages SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Dated: March 12, 2024 George P. Bauer Revocable Trust, dated 7/20/1990, a Connecticut trust By: /s/ George P. Bauer Name George P. Bauer Title: Trustee By: /s/ George P. Bauer George P. Bauer CUSIP No. 00810F106 SCHEDULE A Transactions in the shares of Common Stock Shares of Common Stock Purchased Price Per Share ($) (1) Date of Purchase 10,013 $ 13.50 (2) 02/03/2022 16,575 $ 14.32 (3) 03/14/2022 58,538 $ 13.76 (4) 05/10/2022 57,363 $ 13.55 (5) 05/11/2022 20,144 $ 13.15 (6) 06/16/2022 5,800 $ 17.50 07/15/2022 34,200 $ 16.04 (7) 07/18/2022 131,509 $ 15.47 (8) 11/16/2022 10,000 $ 14.90 05/31/2023 10,000 $ 14.85 06/01/2023 32,473 $ 13.98 (9) 07/07/2023 372,843 $ 11.40 (10) 08/09/2023 20,000 $ 10.58 (11) 08/10/2023 29,134 $ 10.65 (12) 08/11/2023 20,000 $ 13.75 10/20/2023 10,000 $ 12.95 (13) 12/18/2023 20,000 $ 10.40 01/17/2024 18,000 $ 6.97 (14) 03/11/2024 Shares of Common Stock Sold Price Per Share ($) (1) Date of Sale 20,000 $ 15.03 07/31/2023 1 The prices reported in this column are weighted average prices. 2 The shares were purchased in multiple transactions at prices ranging from $13.45 to $13.50, inclusive. 3 The shares were purchased in multiple transactions at prices ranging from $14.32 to $14.35, inclusive. 4 The shares were purchased in multiple transactions at prices ranging from $13.45 to $14.00, inclusive. 5 The

View Full Filing

View this SC 13D/A filing on SEC EDGAR