Aircraft Finance and Leasing

Holland & Knight's structured finance practice has earned an international reputation for work involving the full range of complex transactions in domestic and cross-border acquisition, financing and leasing of transportation assets. Our clients include leading names among airlines, corporate jet owners, lessors, investment banks, manufacturers and government guarantors.

Our experience is extensive, from operating leases and U.S. tax-based leveraged leases to complex foreign and U.S. double-dip tax lease structures and from traditional mortgage structures to U.S. Ex-Im Bank aircraft financings. We have frequently represented creditors and lessors in workouts, bankruptcies and asset seizures.

Within the aviation industry, we have extensive experience in aircraft financing transactions. Our structured finance attorneys have completed more than 100 aircraft acquisition and financing transactions over the last five years. We have worked on transactions involving nearly every United States airline as well as airlines and corporate jet operators based in more than 50 foreign countries.

Acquisition, Leasing and Financing Accomplishments

With experience in representing both operators and financiers in aircraft financing transactions, we have a clear understanding of the interests of the respective parties. At the outset of a transaction, we draw on our broad and diverse experience to recommend alternatives that are suited to the business objectives of our clients. In the course of negotiations we place a strong emphasis on finding and recommending practical ways to resolve conflicting positions.

We make every effort to meet our clients’ business objectives, and minimize our clients’ legal risks, while addressing the business objectives and legal concerns of all the participants involved in the transaction.

Specific examples of work undertaken on behalf of our clients include:

Aircraft Leasing and Sales Transactions

• U.S., domestic, U.S.-to-foreign, foreign-to-U.S. and foreign-to-foreign leveraged and single investor financing leases (with and without ownership or commission FSCs) and operating leases, including lease-in/lease-out structures
• JLLs and JOLs
• secured financings of aircraft, engines, spare parts and leases
• lease and loan participations
• sale/leaseback transactions involving financing leases and operating leases

Debt Financing and Securitization Work

• U.S. Ex-Im Bank guaranteed financings, foreign government guaranteed financings and European ECA supported financings
• EETCs and EEETCs
• other securitization transactions, including commercial-paper-funded and long-term debt
• progress payment financings

Airline Restructuring Work

• lease portfolio acquisitions and sales
• acquisitions and sales of commercial aircraft, corporate jets and fractional shares and helicopters
• like-kind exchange transactions
• credit support from parent corporations, manufacturers and financial institutions, including asset value and deficiency guarantees, as well as payment and performance guarantees and letters of credit
• joint venture agreements between financial institutions and between airlines and financial institutions
• American Depositary Receipt transactions and other capital markets transactions
• Rule 144A placements and private debt and equity offerings
• workouts, restructurings, and repossessions of aircraft in the U.S. and abroad
• U.S. airline bankruptcies and pre-bankruptcy planning

Commitment to the Aviation Industry

Our broad experience in representing foreign air carriers doing business in the United States is derived from the combination of the Holland & Knight and Haight Gardner firms. Our work for carriers covers all areas of representation, including the following:

• obtaining approval from the FAA of operations specifications under Part 129
• representing air carriers in the course of investigations by the National Transportation Safety Board in relation to air accidents and in litigation claims relating to air accidents
• obtaining approvals for special purpose pilot and engineer certificates for foreign air carriers
• handling general commercial litigation, passenger, baggage and cargo claims, and freight claims
• advice and assistance in formulating security programs for foreign air carriers required by FAA regulations
• preparation of special tariffs for approval of frequent travelers’ program and courier services
• advising companies on structuring corporate jet ownership and operations
• general commercial contract representation, including agreements with travel agents, fuel purchase contracts, aircraft maintenance contracts, and ground handling contracts
• representation in administrative and court proceedings with respect to fines, penalties, and forfeitures imposed by U.S. Customs
• negotiation of carrier initiative agreements with U.S. Customs, including the Super Carrier Initiative Agreement for several carriers

Commitment to the Aviation Industry

Partners supporting your aviation law needs are also active participants in aviation industry associations and in addressing the legal issues of concern to industry participants. Our work as chairs on various conferences, bar committees and Transportation Committees further informs our counsel to you.