FTAI Aviation Ltd. Files 8-K: Material Agreement & Financials

TL;DR

FTAI Aviation just filed an 8-K for a material definitive agreement and financial statements.

AI Summary

FTAI Aviation Ltd. entered into a material definitive agreement on October 9, 2024, related to a direct financial obligation. The filing also includes financial statements and exhibits.

Why It Matters

This 8-K filing indicates a significant financial event for FTAI Aviation Ltd., potentially impacting its financial obligations and operations.

Risk Assessment

Risk Level: medium — Material definitive agreements and financial obligations can introduce financial risks and operational changes for a company.

Key Players & Entities

• FTAI Aviation Ltd. (company) — Filer of the 8-K
• October 9, 2024 (date) — Date of filing and agreement

FAQ

Key Financial Figures

• $0.01 — on which registered: Ordinary shares, $0.01 par value per share FTAI The Nasdaq
• $500.0 million — ure Investors LLC (the "Issuer") issued $500.0 million of its 5.875% Senior Notes due 2033 (th
• $130.5 million — emption for any and all of the Issuer's $130.5 million outstanding aggregate principal amount

Filing Documents

• ef20036818_8k.htm (8-K) — 46KB
• ef20036818_ex4-1.htm (EX-4.1) — 964KB
• 0001140361-24-043204.txt ( ) — 1392KB
• ftai-20241009.xsd (EX-101.SCH) — 6KB
• ftai-20241009_def.xml (EX-101.DEF) — 20KB
• ftai-20241009_lab.xml (EX-101.LAB) — 30KB
• ftai-20241009_pre.xml (EX-101.PRE) — 22KB
• ef20036818_8k_htm.xml (XML) — 11KB

01

Item 1.01 Entry into a Material Definitive Agreement Issuance of Senior Notes due 2033 On October 9, 2024, Fortress Transportation and Infrastructure Investors LLC (the "Issuer") issued $500.0 million of its 5.875% Senior Notes due 2033 (the "Notes"). The offering and sale of the Notes were made only to qualified institutional buyers under Rule 144A under the Securities Act of 1933, as amended (the "Securities Act"), or, outside the United States, to persons other than "U.S. persons" pursuant to Regulation S under the Securities Act. A portion of the net proceeds from the issuance of the Notes will be used to (i) redeem in full all of the Issuer's outstanding 9.750% Senior Notes due 2027 (the "2027 Notes"), (ii) repay in full all amounts outstanding under the Revolving Credit Facility provided under the Third Amended and Restated Credit Agreement, dated as of May 23, 2024, without a reduction in commitments and (iii) pay fees and expenses related to the foregoing transactions. The remaining net proceeds from the issuance of the Notes will be used for general corporate purposes, which may include additional repayments of our indebtedness. On September 30, 2024, under the indenture dated as of July 28, 2020 (the "2027 Notes Indenture"), between the Issuer and U.S. Bank Trust Company, National Association, as trustee (the "Trustee"), the Issuer issued a conditional notice of redemption for any and all of the Issuer's $130.5 million outstanding aggregate principal amount of its 2027 Notes on October 10, 2024 (the "Redemption Date"), at a redemption price of 102.438% of the principal amount of the 2027 Notes to be redeemed, plus accrued and unpaid interest to, but not including, the Redemption Date (the "Redemption Price"). With the net proceeds from the issuance of the Notes, the Issuer deposited the Redemption Price with the Trustee. As a result, the 2027 Notes Indenture will no longer be outstanding after the Redemption Date. 2033 Notes Indenture The Notes were

03

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information included in Item 1.01 is incorporated by reference into this Item 2.03.

Financial Statements and Exhibits

Financial Statements and Exhibits (d) Exhibits Exhibit Number Description of Exhibit 4.1 Indenture, dated as of October 9, 2024, among Fortress Transportation and Infrastructure Investors LLC, FTAI Aviation Ltd. as guarantor, and U.S. Bank Trust Company, National Association, as trustee. 104 Cover Page Interactive Data File (embedded with Inline XBRL document). Cautionary Language Regarding Forward-Looking Statements This communication contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995, including but not limited to, statements regarding the application of the net proceeds from the offering of the Notes. Forward-looking statements are not statements of historical fact but instead are based on our present beliefs and assumptions and on information currently available to us. You can identify these forward-looking statements by the use of forward-looking words such as "outlook," "believes," "expects," "potential," "continues," "may," "will," "should," "could," "seeks," "approximately," "predicts," "intends," "plans," "estimates," "anticipates," "target," "projects," "contemplates" or the negative version of those words or other comparable words. Any forward-looking statements contained in this communication are based upon our historical performance and on our current plans, estimates and expectations in light of information currently available to us. The inclusion of this forward-looking information should not be regarded as a representation by us that the future plans, estimates or expectations contemplated by us will be achieved. Such forward-looking statements are subject to various risks and uncertainties and assumptions relating to our operations, financial results, financial condition, business, prospects, growth strategy and liquidity. Accordingly, there are or will be important factors that could cause our actual results to differ materially from those indicated in these statements, inclu

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View this 8-K filing on SEC EDGAR