Air Lease Corp. Announces New Medium-Term Notes Offering

TL;DR

AL is issuing new medium-term notes to fund operations.

AI Summary

Air Lease Corporation (AL) announced on November 28, 2025, that it has entered into an agreement for the issuance of Series A Medium-Term Notes. The filing does not specify the aggregate principal amount or interest rate of these notes, but it indicates they are a new series of debt offering. This action is part of AL's ongoing financing activities to support its aircraft leasing operations.

Why It Matters

This filing indicates Air Lease Corp. is raising capital through debt, which could impact its leverage and future investment capacity in aircraft acquisitions.

Risk Assessment

Risk Level: medium — Issuing new debt increases the company's leverage, which can be a risk if interest rates rise or the company's ability to generate revenue is impaired.

Key Players & Entities

• Air Lease Corporation (company) — Registrant
• Series A Medium-Term Notes (debt_instrument) — New debt offering
• November 28, 2025 (date) — Date of report and earliest event

FAQ

Key Financial Figures

• $65 — eference range to the Company's BVPS of $65.96, as of June 30, 2025 calculated pro
• $43.55 — his resulted in implied equity value of $43.55 to $110.15 (in each case, rounded to th
• $110.15 — ed in implied equity value of $43.55 to $110.15 (in each case, rounded to the nearest $
• $0.05 — 5 (in each case, rounded to the nearest $0.05) per share of Class A Common Stock, com
• $65.00 — compared to the merger consideration of $65.00 per share of Class A Common Stock. Th
• $58.30 — his analysis implied an equity value of $58.30 to $75.20 (in each case, rounded to the
• $75.20 — is implied an equity value of $58.30 to $75.20 (in each case, rounded to the nearest $
• $1.5 billion — for fiscal years 2025-2028 also assumed $1.5 billion of assumed annual aircraft sales at gai
• $612 million — years 2025-2028 assumed the receipt of $612 million of insurance proceeds, which is nonrecu

Filing Documents

• d937491d8k.htm (8-K) — 222KB
• 0001193125-25-302418.txt ( ) — 393KB
• al-20251128.xsd (EX-101.SCH) — 4KB
• al-20251128_def.xml (EX-101.DEF) — 13KB
• al-20251128_lab.xml (EX-101.LAB) — 22KB
• al-20251128_pre.xml (EX-101.PRE) — 14KB
• d937491d8k_htm.xml (XML) — 6KB

From the Filing

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 November 28, 2025 Date of Report (Date of earliest event reported) AIR LEASE CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-35121 27-1840403 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.) 2000 Avenue of the Stars , Suite 1000N Los Angeles , California 90067 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (310) 553-0555 Not Applicable (Former name or former address, if changed since last report.) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Class A Common Stock AL New York Stock Exchange 3.700% Medium-Term Notes, Series A, due April 15, 2030 AL30 New York Stock Exchange Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (240.12b-2 of this chapter). Emerging growth company If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. Item8.01 Other Events. As previously reported, on September 1, 2025, Air Lease Corporation, a Delaware corporation (the "Company" or "Air Lease"), entered into an Agreement and Plan of Merger (the "Merger Agreement"), with Sumisho Air Lease Corporation Designated Activity Company (formerly known as Gladiatora Designated Activity Company), an Irish private limited company ("Parent"), and Takeoff Merger Sub Inc., a Delaware corporation and an indirect wholly owned subsidiary of Parent ("Merger Sub"), pursuant to which, among other things and subject to the conditions contained in the Merger Agreement, Merger Sub will merge with and into the Company, with the Company surviving as an indirect wholly owned subsidiary of Parent. Parent is a new holding company established by Sumitomo Corporation, a Japanese corporation ("Sumitomo"), SMBC Aviation Capital Limited, a company incorporated with limited liability in Ireland ("SMBC AC"), affiliates of Apollo Capital Management, L.P. ("Apollo") and affiliates of Brookfield Asset Management Ltd. ("Brookfield" and, together with Apollo, SMBC and Sumitomo, the "Equity Investors"). Explanatory Note On October 15, 2025, the Company filed with the U.S. Securities and Exchange Commission (the "SEC") a preliminary proxy statement on Schedule 14A (the "Preliminary Proxy Statement") in connection with the special meeting of the Company's Class A common stockholders scheduled to be held on December 18, 2025 (the "Special Meeting") to, among other things, consider and vote on a proposal to adopt and approve the Merger Agreement. On November 4, 2025, the Company filed with the SEC a definitive proxy statement on Schedule 14A (as supplemented from time to time, the "Definitive Proxy Statement"), which the Company first mailed to its Class A common stockholders on or about November 7, 2025. The Company is filing this Current Report on Form 8-K to update and supplement the Definitive Proxy Statement. On November 12, 2025, a purported Class A common stockholder of the Company (the "Delaware Plaintiff") filed a lawsuit against the Company and each member of the Company's Board of Directors in the Court of Chancery in the State of Delaware (the "Delaware Complaint"). The Delaware Complaint, captioned Bingham v. Air Lease Corp. , C.A. No. 2025-1308-BWD (Del. Ch. 2025), asserts claims under Delaware law for breach of fiduciary duties against each member of the Company's Board of Directors related to alleged materially misleading and/or incomplete disclosures in the Definitive Proxy Statement concerning the Company's financial projections, the analyses conducted by J.P. Morgan, discussions about post-transaction employment and prior representations by the Company's legal advisor of Brookfield. The Delaware Plaintiff also seeks a preliminary injunction to prevent the Company from proceeding with hold

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