FTAI Aviation Ltd. Files 8-K on Preferred Share Series

TL;DR

FTAI Aviation filed an 8-K detailing preferred share series B, C, and D, plus financial statements.

AI Summary

FTAI Aviation Ltd. filed an 8-K on January 21, 2025, reporting on events that occurred on January 18, 2025. The filing includes information related to its preferred shares, specifically the Eight Hundred Fixed-to-Floating Rate Series B Cumulative Perpetual Redeemable Preferred Shares, and the Eight Twenty-Five Fixed Rate Reset Series C Cumulative Perpetual Redeemable Preferred Shares, and the Nine Fifty Fixed Rate Reset Series D Cumulative Perpetual Redeemable Preferred Shares. The report also contains financial statements and exhibits.

Why It Matters

This filing provides updates on specific series of preferred stock, which can impact investors holding these securities by detailing their terms and any related corporate actions.

Risk Assessment

Risk Level: low — The filing is a routine disclosure of information regarding preferred share series and financial statements, not indicating any immediate operational or financial distress.

Key Players & Entities

• FTAI Aviation Ltd. (company) — Filer of the 8-K report
• Eight Hundred Fixed-to-Floating Rate Series B Cumulative Perpetual Redeemable Preferred Shares (company) — Specific preferred share series mentioned
• Eight Twenty-Five Fixed Rate Reset Series C Cumulative Perpetual Redeemable Preferred Shares (company) — Specific preferred share series mentioned
• Nine Fifty Fixed Rate Reset Series D Cumulative Perpetual Redeemable Preferred Shares (company) — Specific preferred share series mentioned

FAQ

Key Financial Figures

• $0.01 — which registered: Ordinary shares, $0.01 par value per share FTAI The Nasdaq

Filing Documents

• ef20041894_8k.htm (8-K) — 43KB
• ef20041894_ex99-1.htm (EX-99.1) — 16KB
• 0001140361-25-001452.txt ( ) — 258KB
• ftai-20250118.xsd (EX-101.SCH) — 5KB
• ftai-20250118_def.xml (EX-101.DEF) — 19KB
• ftai-20250118_lab.xml (EX-101.LAB) — 29KB
• ftai-20250118_pre.xml (EX-101.PRE) — 21KB
• ef20041894_8k_htm.xml (XML) — 9KB

01

Item 7.01 Regulation FD Disclosure. On January 21, 2025, FTAI Aviation Ltd.'s (together with its consolidated subsidiaries, the "Company," "we," "us" or "our") Chairman and Chief Executive Officer, Joseph P. Adams, Jr. will participate in an industry event and provide certain updates about the Company. A copy of the remarks (the "Remarks") that Mr. Adams is expected to make is attached hereto as Exhibit 99.1 and is incorporated by reference into this Item 7.01. As used in the Remarks, "average gross assets" is the average gross leasing equipment between December 31, 2023 and September 30, 2024 and "EBIT" is Adjusted EBITDA for the nine months ended September 30, 2024 for the Aviation Leasing reportable segment, adjusted to exclude the Depreciation and Amortization, and annualized. EBIT is not a financial measure in accordance with U.S. generally accepted accounting principles ("GAAP"). We believe EBIT is a useful metric for investors and analysts for purposes of assessing our operational performance. Investors should use NonGAAP information in addition to, and not as an alternative to, financial information prepared in accordance with GAAP. This Non-GAAP measure may not be identical or comparable to measures with the same name presented by other companies. See the appendices of the FTAI Aviation Ltd. Earnings Supplement for the period ended September 30, 2024 for more information on non-GAAP measures and a reconciliation of Adjusted EBITDA to the most comparable GAAP measure. The information in this Item 7.01 and Exhibit 99.1 attached hereto shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

01

Item 8.01 Other Events. On January 18, 2025, the Audit Committee of the Board of Directors of the Company determined to commence a review (which included the engagement of independent advisors) in response to the assertions alleged in the January 15, 2025 report issued by Muddy Waters Research (the "Short-Seller Report"), a well-known short-seller. The Company strongly disagrees with the assertions made in the Short-Seller Report. However, in view of the timing of the Short-Seller Report relative to the preparation of the Company's audited financial statements for fiscal year 2024, and the potential time required for any review of this nature, the Company cannot rule out the possibility that the filing of Company's Annual Report on Form 10-K for fiscal year 2024 (the "Annual Report") may be delayed. The Company reiterates its commitment to maintaining high standards of corporate governance and internal controls, as well as transparent and timely disclosure in compliance with applicable rules and regulations.

Financial Statements and Exhibits

Financial Statements and Exhibits. (d) Exhibits. Exhibit Number Description 99.1 Remarks, dated January 21, 2025. 104 Cover Page Interactive Data File - the cover page XBRL tags are embedded within the 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, management's expected fiscal year 2025 Adjusted EBITDA guidance from its reportable segments, cost savings, the launching of a strategic capital initiative and the initial partnership and its follow-on partnerships being the primary buyer of on-lease 737NG and A320ceo aircraft going forward, how many aircraft are ultimately owned by such partnerships, providing aircraft management services to such partnerships, PMA certification, statements regarding any response to any short seller and related litigation, any findings from our review of the allegations in the Short-Seller Report and our ability to finish the review without a delay in filing the Annual Report or material impact on our financial results. Forward-looking 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 a

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