FTAI Aviation Ltd. Files 8-K on Share Details

TL;DR

FTAI Aviation filed an 8-K detailing their common and preferred stock series.

AI Summary

FTAI Aviation Ltd. filed an 8-K on April 2, 2024, to report on other events and financial statements. The filing includes details about their ordinary shares and various series of preferred shares, specifically Series A, B, C, and D, all with cumulative perpetual redeemable features.

Why It Matters

This filing provides updated information on the company's capital structure, including its common and preferred stock, which is crucial for investors assessing ownership and potential dividends.

Risk Assessment

Risk Level: low — The filing is a routine disclosure of corporate share information and does not indicate any immediate financial distress or significant operational changes.

Key Players & Entities

• FTAI Aviation Ltd. (company) — Filer of the 8-K
• 0001590364 (company) — Central Index Key for FTAI Aviation Ltd.
• 20240402 (date) — Filing date of the 8-K

FAQ

Key Financial Figures

• $0.01 — on which registered: Ordinary shares, $0.01 par value per share FTAI The Nasdaq
• $300.0 million — e secured), borrowings under FTAI LLC's $300.0 million revolving credit facility provided unde
• $175.0 million — us. As of March 28, 2024, FTAI LLC had $175.0 million of borrowings outstanding and $125.0 mi
• $125.0 million — 0 million of borrowings outstanding and $125.0 million of additional borrowing capacity under
• $650.0 million — t FTAI LLC is commencing an offering of $650.0 million aggregate principal amount of senior no
• $650 million — der Offer") for cash any and all of the $650 million outstanding principal amount of its 202
• $1,000 — igible to receive the purchase price of $1,000 per $1,000 principal amount of 2025 Not

Filing Documents

• ef20025717_8k.htm (8-K) — 42KB
• ef20025717_ex99-1.htm (EX-99.1) — 19KB
• image00001.jpg (GRAPHIC) — 4KB
• image00002.jpg (GRAPHIC) — 3KB
• 0001140361-24-017145.txt ( ) — 279KB
• ftai-20240402.xsd (EX-101.SCH) — 5KB
• ftai-20240402_def.xml (EX-101.DEF) — 20KB
• ftai-20240402_lab.xml (EX-101.LAB) — 30KB
• ftai-20240402_pre.xml (EX-101.PRE) — 22KB
• ef20025717_8k_htm.xml (XML) — 11KB

01

Item 7.01 Regulation FD Disclosure. Fortress Transportation and Infrastructure Investors LLC ("FTAI LLC" or the "Issuer"), a wholly-owned subsidiary of FTAI Aviation Ltd. ("FTAI Aviation" and, together with its consolidated subsidiaries, the "Company," "we," "us" or "our"), is actively evaluating several potential transactions, including, but not limited to, acquisitions of assets and operating companies in the aviation sector and strategic initiatives, and we plan to be flexible as other attractive opportunities arise over time. These transactions could be financed through the issuance of debt securities (which may be secured), borrowings under FTAI LLC's $300.0 million revolving credit facility provided under the Second Amended and Restated Credit Agreement, as amended, among Fortress Transportation and Infrastructure Investors LLC, certain lenders and issuing banks that are party thereto and JPMorgan Chase Bank, N.A., as administrative agent (as amended, the "Revolving Credit Facility") or other loans, the issuance of equity or a combination thereof. We cannot predict if any such transactions will be consummated, the timing of any such transactions, or, if consummated, whether they will result in a financial or other benefit to us. As of March 28, 2024, FTAI LLC had $175.0 million of borrowings outstanding and $125.0 million of additional borrowing capacity under its Revolving Credit Facility.

01

Item 8.01 Other Events. On April 2, 2024, FTAI Aviation announced that FTAI LLC is commencing an offering of $650.0 million aggregate principal amount of senior notes due 2031 (the "2031 Notes") in a private offering (the "Private Offering"), subject to market and other conditions. The 2031 Notes will be fully and unconditionally guaranteed on a senior unsecured basis by FTAI Aviation. The Issuer intends to use the net proceeds from the Private Offering, together with cash on hand, to (i) fund the Tender Offer (as defined below) for any and all of the $650.0 million aggregate principal amount outstanding of its 6.50% Senior Notes due 2025 (CUSIP No. 34960P AB7 and CUSIP No. US3458L AD3) (the "2025 Notes"), (ii) fund the redemption, if any, of all 2025 Notes that remain outstanding following the consummation of the Tender Offer and (iii) pay fees and expenses related to the foregoing. The 2031 Notes will be offered in the United States to persons reasonably believed to be qualified institutional buyers under Rule 144A under the Securities Act of 1933, as amended (the "Securities Act"), and to persons outside of the United States under Regulation S under the Securities Act. The Notes will not be registered under the Securities Act or any state securities laws, and, unless so registered, may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements. In addition, on April 2, 2024, the Company issued a press release announcing that FTAI LLC commenced an offer to purchase (the "Tender Offer") for cash any and all of the $650 million outstanding principal amount of its 2025 Notes. The Tender Offer is being made upon the terms and subject to the conditions set forth in the Offer to Purchase dated April 2, 2024, and a Notice of Guaranteed Delivery, which set forth the terms and conditions of the Tender Offer in full detail. Holders of 2025 Notes who validly tender their 2025 Notes at or prior to 5:00 pm Ne

Financial Statements and Exhibits

Financial Statements and Exhibits (d) Exhibits Exhibit Number Description of Exhibit 99.1 Press Release, dated April 2, 2024. 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. FTAI AVIATION LTD. By: /s/ Eun (Angela) Nam Name: Eun (Angela) Nam Title: Chief Financial Officer and Chief Accounting Officer Date: April 2, 2024

View Full Filing

View this 8-K filing on SEC EDGAR