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

 2/14/20  Air Lease Corp                    10-K       12/31/19   86:17M                                    Toppan Merrill Bridge/FA

Document/Exhibit                   Description                      Pages   Size 

 1: 10-K        Annual Report                                       HTML   2.22M 
 2: EX-4.1      Instrument Defining the Rights of Security Holders  HTML    106K 
 7: EX-10.107   Material Contract                                   HTML     53K 
 8: EX-10.108   Material Contract                                   HTML    236K 
 9: EX-10.117   Material Contract                                   HTML     58K 
10: EX-10.118   Material Contract                                   HTML     69K 
11: EX-10.120   Material Contract                                   HTML     39K 
12: EX-10.121   Material Contract                                   HTML     49K 
13: EX-10.122   Material Contract                                   HTML     44K 
14: EX-10.123   Material Contract                                   HTML     47K 
15: EX-10.124   Material Contract                                   HTML    587K 
16: EX-10.148   Material Contract                                   HTML     33K 
 3: EX-10.28    Material Contract                                   HTML     39K 
 4: EX-10.43    Material Contract                                   HTML    458K 
 5: EX-10.56    Material Contract                                   HTML     80K 
 6: EX-10.82    Material Contract                                   HTML    298K 
17: EX-21.1     Subsidiaries List                                   HTML     25K 
18: EX-23.1     Consent of Experts or Counsel                       HTML     24K 
19: EX-31.1     Certification -- §302 - SOA'02                      HTML     30K 
20: EX-31.2     Certification -- §302 - SOA'02                      HTML     31K 
21: EX-32.1     Certification -- §906 - SOA'02                      HTML     26K 
22: EX-32.2     Certification -- §906 - SOA'02                      HTML     27K 
80: R1          Document and Entity Information                     HTML     88K 
44: R2          Consolidated Balance Sheets                         HTML     90K 
35: R3          Consolidated Balance Sheets (Parenthetical)         HTML     50K 
57: R4          Consolidated Statements of Income and               HTML    112K 
                Comprehensive Income                                             
82: R5          Consolidated Statements of Shareholders' Equity     HTML     77K 
46: R6          Consolidated Statement of Shareholders' Equity      HTML     25K 
                (Parenthetical)                                                  
37: R7          Consolidated Statements of Cash Flows               HTML    123K 
58: R8          Consolidated Statements of Cash Flows               HTML     25K 
                (Parenthetical)                                                  
77: R9          Summary of Significant Accounting Policies          HTML     76K 
34: R10         Debt Financing                                      HTML     86K 
42: R11         Interest Expense                                    HTML     43K 
84: R12         Shareholders' Equity                                HTML     34K 
62: R13         Rental Income                                       HTML     99K 
33: R14         Concentration of Risk                               HTML    136K 
41: R15         Income Taxes                                        HTML    114K 
83: R16         Commitments and Contingencies                       HTML     83K 
60: R17         Net Earnings Per Share                              HTML     74K 
32: R18         Fair Value Measurements                             HTML     30K 
43: R19         Stock-based Compensation                            HTML    116K 
74: R20         Aircraft under management                           HTML     29K 
69: R21         Flight Equipment Held for Sale                      HTML     25K 
31: R22         Quarterly Financial Data (Unaudited)                HTML     76K 
52: R23         Subsequent Events                                   HTML     25K 
73: R24         Summary of Significant Accounting Policies          HTML    115K 
                (Policies)                                                       
68: R25         Summary of Significant Accounting Policies          HTML     33K 
                (Tables)                                                         
30: R26         Debt Financing (Tables)                             HTML     72K 
51: R27         Interest Expense (Tables)                           HTML     43K 
75: R28         Rental Income (Tables)                              HTML     98K 
67: R29         Concentration of Risk (Tables)                      HTML    144K 
53: R30         Income Taxes (Tables)                               HTML    112K 
79: R31         Commitments and Contingencies (Tables)              HTML     78K 
45: R32         Net Earnings Per Share (Tables)                     HTML     72K 
36: R33         Stock-based Compensation (Tables)                   HTML    112K 
56: R34         Quarterly Financial Data (Unaudited) (Tables)       HTML     75K 
81: R35         Summary of Significant Accounting Policies          HTML     92K 
                (Details)                                                        
47: R36         Debt Financing (Details)                            HTML    220K 
38: R37         Debt Financing - Maturities of Debt (Details)       HTML     44K 
59: R38         Interest Expense (Details)                          HTML     35K 
78: R39         Shareholders' Equity (Details)                      HTML    114K 
64: R40         Shareholders' Equity Preferred stock (Details)      HTML     81K 
71: R41         Rental Income (Details)                             HTML    115K 
49: R42         Concentration of Risk (Details)                     HTML    103K 
28: R43         Income Taxes (Details)                              HTML    126K 
65: R44         Commitments and Contingencies (Details)             HTML    116K 
72: R45         Net Earnings Per Share (Details)                    HTML     82K 
50: R46         Fair Value Measurements - Assets and Liabilities    HTML     34K 
                Recurring and Non-recurring (Details)                            
29: R47         Fair Value Measurements - Debt Financing (Details)  HTML     28K 
66: R48         Stock-based Compensation - Stock Options (Details)  HTML    124K 
70: R49         Stock-based Compensation - Stock Option Exercise    HTML     53K 
                Price (Details)                                                  
86: R50         Stock-based Compensation - Restricted Stock         HTML     69K 
                (Details)                                                        
63: R51         Aircraft under management (Details)                 HTML     57K 
39: R52         Flight Equipment held for sale (Details)            HTML     32K 
48: R53         Quarterly Financial Data (Unaudited) (Details)      HTML     50K 
85: R54         Subsequent Events (Details)                         HTML     33K 
61: XML         IDEA XML File -- Filing Summary                      XML    128K 
55: XML         XBRL Instance -- al-20191231x10k1d2204_htm           XML   2.73M 
76: EXCEL       IDEA Workbook of Financial Reports                  XLSX     91K 
24: EX-101.CAL  XBRL Calculations -- al-20191231_cal                 XML    210K 
25: EX-101.DEF  XBRL Definitions -- al-20191231_def                  XML    787K 
26: EX-101.LAB  XBRL Labels -- al-20191231_lab                       XML   1.66M 
27: EX-101.PRE  XBRL Presentations -- al-20191231_pre                XML   1.09M 
23: EX-101.SCH  XBRL Schema -- al-20191231                           XSD    192K 
54: JSON        XBRL Instance as JSON Data -- MetaLinks              367±   565K 
40: ZIP         XBRL Zipped Folder -- 0001558370-20-000836-xbrl      Zip    688K 

EXHIBIT 10.82

 

CERTAIN IDENTIFIED INFORMATION MARKED BY [*] HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO THE REGISTRANT IF PUBLICLY DISCLOSED

 

Supplemental Agreement No. 24

to

Purchase Agreement No. 03791

between

THE BOEING COMPANY

and

AIR LEASE CORPORATION

THIS SUPPLEMENTAL AGREEMENT is entered into as of October 2, 2019 (Supplemental Agreement No. 24) by and between THE BOEING COMPANY (Boeing) and AIR LEASE CORPORATION (Customer).

WHEREAS, Boeing and Customer have entered into Purchase Agreement No. 03791 dated as of July 3, 2012 as amended and supplemented (Purchase Agreement) relating to the purchase and sale of Model 737-8 and 737-9 Aircraft; and

WHEREAS, Boeing and Customer desire to amend the Purchase Agreement  to [*]; and

WHEREAS, Boeing and Customer desire to amend the Purchase Agreement  to [*]; and

WHEREAS, Boeing and Customer desire to amend the Purchase Agreement to [*];  and

WHEREAS, Boeing and Customer desire to amend the Purchase Agreement to [*]

NOW THEREFORE, in consideration of the mutual covenants herein contained, the parties agree to amend the Purchase Agreement as follows:

1.        TABLE OF CONTENTS.

The Table of Contents is deleted in its entirety and replaced by a new Table of Contents, provided as Enclosure 1, and incorporated into the Purchase Agreement.   The new Table of Contents reflects the revisions set forth in this Supplemental Agreement No. 24.

 

2.        TABLES.

2.1       Table 1A is deleted in its entirety, replaced by a revised Table 1A provided hereto as Enclosure 2 and is incorporated into the Purchase Agreement by this reference. This new Table 1A reflects [*].

2.2       Table 1B is deleted in its entirety, replaced by a revised Table 1B provided hereto as Enclosure 3 and is incorporated into the Purchase Agreement by this reference. This new Table 1B reflects [*].

2.3       Table 1D is deleted in its entirety, replaced by a revised Table 1D provided hereto as Enclosure 4 and is incorporated into the Purchase Agreement by this reference. This new Table 1D references [*].

2.4       Table 1F is hereby deleted in its entirety from the Purchase Agreement to reflect [*].

3.        EXHBITS.

3.1       Exhibit A17, HAZ/[*] 737-8 Aircraft Configuration [*], provided as Enclosure 5 to this Supplemental Agreement No. 24, is incorporated into the Purchase Agreement. This Exhibit A17 defines the configuration for the 737-8 Aircraft to be leased to [*] in Table 1A.

 

3.2       Exhibit A18, HAZ/[*] 737-8 Aircraft Configuration [*], provided as Enclosure 6 to this Supplemental Agreement No. 24, is incorporated into the Purchase Agreement. This Exhibit A18 defines the configuration for the 737-8 Aircraft to be leased to [*] in Table 1D.

 

4.        LETTER AGREEMENTS.

3.1       Letter Agreement HAZ-PA-03791-LA-1208078R7, entitled “Advance Payment Matters,” is deleted in its entirety, and replaced with a revised Letter Agreement HAZ-PA-03791-LA-1208078R8, entitled “Advance Payment Matters,” which is provided as Enclosure 7 to this Supplemental Agreement No. 24, and incorporated into the Purchase Agreement.

3.2       Letter Agreement HAZ-PA-03791-LA-1701714, entitled “Special Matters for 737-7 Aircraft (Block F),” is deleted in its entirety from the Purchase Agreement to reflect [*].

5.        CONTINGENCY.

This Supplemental Agreement No. 24 is contingent on Customer executing Supplemental Agreement No. 14 under Purchase Agreement 3659.

6.        [*]

7.        MISCELLANEOUS.

7.1       [*]

7.2       [*]

7.3       All terms used but not defined in this Supplemental Agreement No. 24 will have the same meaning as such terms have in the Purchase Agreement.

7.4       This Supplemental Agreement No. 24 will become effective upon execution and receipt by both parties of both this Supplemental Agreement No. 24 and fulfillment of

the contingencies described in Article 4 on or before October 2, 2019, after which date this Supplemental Agreement No. 24 will be null and void and have no force or effect.

EXECUTED IN DUPLICATE as of the day and year first above written.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

[*]

 

Manufacturer serial number is subject to change due to production changes.

 

 

 

 

 

 

 

 

 

[*]

 

Manufacturer serial number is subject to change due to production changes.

 

 

 

 

 

 

[*]

 

Manufacturer serial number is subject to change due to production changes.

 

 

 

HAZ/[*] 737-8 AIRCRAFT CONFIGURATION [*]

 

between

 

THE BOEING COMPANY

 

and

 

AIR LEASE CORPORATION

 

Exhibit A17

 

to Purchase Agreement Number PA-03791

 

 

Exhibit A17

 

AIRCRAFT CONFIGURATION

 

Dated October 2, 2019

 

relating to

 

BOEING MODEL 737-8 AIRCRAFT

 

The Detail Specification is [*]. The Detail Specification provides further description of Customer’s configuration set forth in this Exhibit A. Such Detail Specification will be comprised of Boeing Configuration Specification [*]. Boeing will furnish to Customer copies of the Detail Specification, which copies will reflect [*].

 

 

 

 

 

 

HAZ/[*] 737-8 AIRCRAFT CONFIGURATION [*]

 

between

 

THE BOEING COMPANY

 

and

 

AIR LEASE CORPORATION

 

Exhibit A18

 

to Purchase Agreement Number PA-03791

 

Exhibit A18

 

AIRCRAFT CONFIGURATION

 

Dated October 2, 2019

 

relating to

 

BOEING MODEL 737-8 AIRCRAFT

 

The Detail Specification is [*]. The Detail Specification provides further description of Customer’s configuration set forth in this Exhibit A. Such Detail Specification will be comprised of Boeing Configuration Specification [*]. Boeing will furnish to Customer copies of the Detail Specification, which copies will reflect [*].

 

 

 

 

 

 

HAZ-PA-03791-LA-1208078R8

 

Air Lease Corporation

2000 Avenue of the Stars, Suite 1000N

Los Angeles, CA 90067

 

Subject:          Advance Payment Matters

 

Reference:      Purchase Agreement No. PA-03791 (Purchase Agreement) between The Boeing Company (Boeing) and Air Lease Corporation (Customer) relating to Model 737-8 and 737-9 aircraft (Aircraft)

This letter agreement (Letter Agreement) cancels and supersedes all previous versions with an acceptance date prior to the acceptance date indicated below and amends and supplements the Purchase Agreement. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement.

The Purchase Agreement incorporates the terms and conditions of HAZ-AGTA between Boeing and Customer. This Letter Agreement modifies certain terms and conditions of the AGTA with respect to the Aircraft.

 

1.   Deferred Advance Payment Schedule.

1.1       Notwithstanding the Aircraft advance payment schedule provided in Table 1 of the Purchase Agreement, Customer may elect to pay an alternative fixed advance payment schedule for the Aircraft, as set forth below (Alternative Advance Payment Schedule).

[*]

 

2.   [*]

 

3.   [*]

 

4.   [*]

 

5.   Assignment.

Notwithstanding any other provisions of the Purchase Agreement, the rights and obligations described in this Letter Agreement are provided to Customer in consideration

 

 

of Customer taking title to the Aircraft at the time of delivery and leasing the Aircraft and cannot be assigned in whole or, in part.

6.   Confidential Treatment.

Customer understands and agrees that the information contained herein represents confidential business information of Boeing and has value precisely because it is not available generally or to other parties. Customer agrees to limit the disclosure of its contents to (a) its directors and officers, (b) employees of Customer with a need to know the contents for performing its obligations (including, without limitation, those employees performing accounting, finance, administration and other functions necessary to finance and purchase, deliver or lease the Aircraft) and who understand they are not to disclose its contents to any other person or entity (other than those to whom disclosure is permitted by this paragraph 6) without the prior written consent of Boeing and (c) any auditors, financial advisors, attorneys and independent contractors of Customer who have a need to know such information and have signed a confidentiality agreement in the same form and substance similar to this paragraph 6. Customer shall be fully responsible to Boeing for compliance with such obligations.

 

Very truly yours,