SEC Info - Air Lease Corp. - ‘10-Q’ for 9/30/22

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Air Lease Corp. – ‘10-Q’ for 9/30/22 – ‘EX-10.2’

On: Thursday, 11/3/22, at 4:03pm ET · For: 9/30/22 · Accession #: 1628280-22-28169 · File #: 1-35121

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

11/03/22  Air Lease Corp.                   10-Q        9/30/22   72:6.5M                                   Workiva Inc Wde… FA01/FA

Quarterly Report — Form 10-Q

Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-Q        Quarterly Report                                    HTML   1.72M 
 2: EX-10.1     Material Contract                                   HTML     60K 
 3: EX-10.2     Material Contract                                   HTML     36K 
 4: EX-31.1     Certification -- §302 - SOA'02                      HTML     24K 
 5: EX-31.2     Certification -- §302 - SOA'02                      HTML     24K 
 6: EX-32.1     Certification -- §906 - SOA'02                      HTML     21K 
 7: EX-32.2     Certification -- §906 - SOA'02                      HTML     21K 
13: R1          Cover Page                                          HTML     78K 
14: R2          Consolidated Balance Sheets                         HTML     96K 
15: R3          Consolidated Balance Sheets (Parenthetical)         HTML     47K 
16: R4          Consolidated Statements of Operations and Other     HTML    135K 
                Comprehensive Income/(Loss)                                      
17: R5          Consolidated Statements of Stockholders' Equity     HTML    137K 
18: R6          Consolidated Statements of Stockholders' Equity     HTML     22K 
                (Parenthetical)                                                  
19: R7          Consolidated Statements of Cash Flows               HTML    122K 
20: R8          Consolidated Statements of Cash Flows               HTML     22K 
                (Parenthetical)                                                  
21: R9          Company Background and Overview                     HTML     23K 
22: R10         Basis of Preparation and Critical Accounting        HTML     24K 
                Policies                                                         
23: R11         Debt Financing                                      HTML     49K 
24: R12         Flight equipment subject to operating lease         HTML     31K 
25: R13         Commitments and Contingencies                       HTML     61K 
26: R14         Rental Income                                       HTML     26K 
27: R15         Earnings/(Loss) Per Share                           HTML     58K 
28: R16         Fair Value Measurements                             HTML     26K 
29: R17         Shareholders' Equity                                HTML     41K 
30: R18         Stock-based Compensation                            HTML     37K 
31: R19         Aircraft Under Management                           HTML     25K 
32: R20         Net Investment in Sales-type Leases                 HTML     31K 
33: R21         Flight Equipment Held for Sale                      HTML     22K 
34: R22         Subsequent Events                                   HTML     30K 
35: R23         Basis of Preparation and Critical Accounting        HTML     25K 
                Policies (Policies)                                              
36: R24         Debt Financing (Tables)                             HTML     43K 
37: R25         Flight equipment subject to operating lease         HTML     28K 
                (Tables)                                                         
38: R26         Commitments and Contingencies (Tables)              HTML     59K 
39: R27         Rental Income (Tables)                              HTML     27K 
40: R28         Earnings/(Loss) Per Share (Tables)                  HTML     55K 
41: R29         Shareholders' Equity (Tables)                       HTML     38K 
42: R30         Stock-based Compensation (Tables)                   HTML     31K 
43: R31         Net Investment in Sales-type Leases (Tables)        HTML     33K 
44: R32         Subsequent Events (Tables)                          HTML     29K 
45: R33         Company Background and Overview (Details)           HTML     25K 
46: R34         Debt Financing - Consolidated Debt (Details)        HTML     43K 
47: R35         Debt Financing - Narrative (Details)                HTML     76K 
48: R36         Debt Financing - Maturities of Debt (Details)       HTML     38K 
49: R37         Flight equipment subject to operating lease-        HTML     38K 
                Schedule of Flight Equipment Subject to Operating                
                Lease (Details)                                                  
50: R38         Flight equipment subject to operating lease -       HTML     30K 
                Narrative (Details)                                              
51: R39         Commitments and Contingencies - Narrative           HTML     31K 
                (Details)                                                        
52: R40         Commitments and Contingencies - Aircraft            HTML     64K 
                Acquisition (Details)                                            
53: R41         Commitments and Contingencies -Aircraft             HTML     33K 
                Acquisition at Aggregate Purchase Price (Details)                
54: R42         Rental Income (Details)                             HTML     34K 
55: R43         Earnings/(Loss) Per Share - Narrative (Details)     HTML     34K 
56: R44         Earnings/(Loss) Per Share - Reconciliation of       HTML     73K 
                Basic and Diluted Earnings/Loss per Share                        
                (Details)                                                        
57: R45         Fair Value Measurements (Details)                   HTML     35K 
58: R46         Shareholders' Equity - Narrative (Details)          HTML     69K 
59: R47         Shareholders' Equity - Preferred Stock Issued and   HTML     48K 
                Outstanding (Details)                                            
60: R48         Stock-based Compensation - Narrative (Details)      HTML     63K 
61: R49         Stock-based Compensation - Unvested Restricted      HTML     49K 
                Stock Units Activity (Details)                                   
62: R50         Aircraft Under Management (Details)                 HTML     68K 
63: R51         Net Investment in Sales-type Leases - Narrative     HTML     21K 
                (Details)                                                        
64: R52         Net Investment in Sales-type Leases - Components    HTML     28K 
                of Investment in Sales-Type Leases, Net (Details)                
65: R53         Net Investment in Sales-type Leases - Future        HTML     35K 
                Minimum Lease Payments to be Received on                         
                Sales-type Lease (Details)                                       
66: R54         Flight Equipment Held for Sale (Details)            HTML     33K 
67: R55         Subsequent Events (Details)                         HTML     41K 
70: XML         IDEA XML File -- Filing Summary                      XML    124K 
68: XML         XBRL Instance -- al-20220930_htm                     XML   1.39M 
69: EXCEL       IDEA Workbook of Financial Reports                  XLSX    110K 
 9: EX-101.CAL  XBRL Calculations -- al-20220930_cal                 XML    178K 
10: EX-101.DEF  XBRL Definitions -- al-20220930_def                  XML    538K 
11: EX-101.LAB  XBRL Labels -- al-20220930_lab                       XML   1.33M 
12: EX-101.PRE  XBRL Presentations -- al-20220930_pre                XML    806K 
 8: EX-101.SCH  XBRL Schema -- al-20220930                           XSD    139K 
71: JSON        XBRL Instance as JSON Data -- MetaLinks              320±   490K 
72: ZIP         XBRL Zipped Folder -- 0001628280-22-028169-xbrl      Zip    365K

‘EX-10.2’ — Material Contract

This Exhibit is an HTML Document rendered as filed. [ Alternative Formats ]

<! C: C:

Document

EXHIBIT 10.2

CERTAIN IDENTIFIED INFORMATION MARKED BY [*] HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) THE TYPE OF INFORMATION THAT THE REGISTRANT BOTH CUSTOMARILY AND ACTUALLY TREATS AS PRIVATE AND CONFIDENTIAL.

AMENDMENT N°7

TO THE

A220 PURCHASE AGREEMENT

BETWEEN

AIRBUS CANADA LIMITED PARTNERSHIP

as the Seller

AND

AIR LEASE CORPORATION

as the Buyer


ALC – Amendment N°7 to the A220 Purchase Agreement
Ref. CLC-CT2205382						Page 1/4

This amendment N°7 (the “Amendment N°7”) is made on the 31st day of August 2022,

BETWEEN:

AIRBUS CANADA LIMITED PARTNERSHIP, duly acting and represented by its managing general partner, AIRBUS CANADA MANAGING GP INC., having its registered office at 13100 Boulevard Henri Fabre, Mirabel, QC, Canada J7N 3C6 (the “Seller”)

AND:

AIR LEASE CORPORATION, a corporation organised and existing under the Iaws of the State of Delaware, U.S.A., having its principal place of business at 2000 Avenue of the Stars, Suite 1000N, Los Angeles, California 90067, U.S.A. (the “Buyer”).

The Buyer and Seller together are referred to as the “Parties” and individually as a “Party”.

WHEREAS

A.On 20 December 2019 the Buyer and the Seller have signed a purchase agreement with reference CLC-CT1906081 for the manufacture and sale by the Seller and purchase by the Buyer of certain A220 Aircraft hereinafter together with its Annexes and Letter Agreements referred to as the “Purchase Agreement”.

B.On 31 August 2020 the Buyer and the Seller entered into Amendment N°1 to the Purchase Agreement in order to, among other things, [*].

C.On 06 April 2021, the Parties entered into Amendment N°2 in order to, among other things, [*].

D.On 03 June 2021, the Parties entered into Amendment N°3 in order to, among other things, [*].

E.On 20 December 2022, the Parties entered into Amendment N°4 in order to, among other things, [*].

F.On 25 March 2022, the Parties entered into Amendment N°5 in order to, among other things, [*].

G.On 15 July 2022, the Parties entered into Amendment N°6 in order to, among other things, [*].

The Purchase Agreement as amended and supplemented pursuant to the foregoing shall be referred to as the “Agreement”.

H.The Parties now wish to enter into this Amendment N°7 in order to, among other things, [*], subject to the terms and conditions set out herein.

The terms “herein”, “hereof” and “hereunder” and words of similar import refer to this Amendment N°7. Capitalized terms used herein and not otherwise defined herein will have the meanings assigned thereto in the Agreement.

NOW IT IS HEREBY AGREED AS FOLLOWS:


ALC – Amendment N°7 to the A220 Purchase Agreement
Ref. CLC-CT2205382						Page 2/4

1[*]

2INCONSISTENCY AND CONFIDENTIALITY

2.1In the event of any inconsistency between the terms and conditions of the Agreement and those of this Amendment N°7, the latter shall prevail to the extent of such inconsistency, whereas the part of the Agreement not concerned by such inconsistency shall remain in full force and effect.

2.2This Amendment N°7 reflects the understandings, commitments, agreements, representations and negotiations related to the matters set forth herein whatsoever, oral and written, and may not be varied except by an instrument in writing of even date herewith or subsequent hereto executed by the duly authorised representatives of both Parties.

2.3This Amendment N°7 shall be treated by both Parties as confidential and shall not be released in whole or in part to any third party without the prior consent of the other Party except as may be required by law, or to professional advisors for the implementation hereof.

3COUNTERPARTS

This Amendment N°7 may be executed by the Parties in separate counterparts, each of which when so executed and delivered shall be an original, but all such counterparts shall together constitute one and the same instrument.

4LAW AND JURISDICTION

This Amendment N°7 will be governed by and construed and the performance thereof will be determined in accordance with the laws of the State of New York, without giving effect to its conflicts of laws provisions that would result in the application of the law of any other jurisdiction.

The other provisions of Clause 21 of the Agreement shall apply to this Amendment N°7 as if the same were set out in full herein, mutatis mutandis.


ALC – Amendment N°7 to the A220 Purchase Agreement
Ref. CLC-CT2205382						Page 3/4

IN WITNESS WHEREOF this Amendment N°7 has been entered into on the date first written above.

AIRBUS CANADA LIMITED PARTNERSHIP,

duly acting and represented by its managing general partner,

AIRBUS CANADA MANAGING GP INC.,


Per:			/s/ *Benoît Schultz*
Name:			Benoît Schultz
Title:			CEO

AIR LEASE CORPORATION


Per:			/s/ *Grant Levy*
Name:			Grant Levy
Title:			Executive Vice President


ALC – Amendment N°7 to the A220 Purchase Agreement
Ref. CLC-CT2205382						Page 4/4

2 Subsequent Filings that Reference this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 2/15/24  Air Lease Corp.                   10-K       12/31/23   98:10M                                    Workiva Inc Wde… FA01/FA
 2/16/23  Air Lease Corp.                   10-K       12/31/22  101:12M                                    Workiva Inc Wde… FA01/FA

6 Previous Filings that this Filing References

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

11/04/21  Air Lease Corp.                   10-Q        9/30/21   70:7.3M                                   Workiva Inc Wde… FA01/FA
10/13/21  Air Lease Corp.                   8-K:3,5,9  10/11/21   14:335K                                   Donnelley … Solutions/FA
 3/02/21  Air Lease Corp.                   8-K:3,5,9   3/02/21   14:335K                                   Donnelley … Solutions/FA
 3/04/19  Air Lease Corp.                   8-A12B                 3:107K                                   Donnelley … Solutions/FA
 3/27/18  Air Lease Corp.                   8-K:5,9     3/26/18    2:117K                                   Donnelley … Solutions/FA
 1/14/11  Air Lease Corp.                   S-1¶                  16:3.3M                                   Donnelley … Solutions/FA

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Filing Submission 0001628280-22-028169 – Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)