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Air Lease Corp – ‘10-K’ for 12/31/16 – ‘EX-10.10’

On:  Thursday, 2/23/17, at 4:09pm ET   ·   For:  12/31/16   ·   Accession #:  1558370-17-879   ·   File #:  1-35121

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

 2/23/17  Air Lease Corp                    10-K       12/31/16   79:15M                                    Toppan Merrill Bridge/FA

Annual Report   —   Form 10-K   —   Sect. 13 / 15(d) – SEA’34
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-K        Annual Report                                       HTML   1.80M 
 2: EX-10.10    Material Contract                                   HTML     59K 
 3: EX-10.11    Material Contract                                   HTML     92K 
 4: EX-10.12    Material Contract                                   HTML     41K 
 5: EX-10.21    Material Contract                                   HTML    796K 
 6: EX-10.28    Material Contract                                   HTML     66K 
 7: EX-10.35    Material Contract                                   HTML    286K 
 8: EX-10.36    Material Contract                                   HTML     81K 
10: EX-21.1     Subsidiaries List                                   HTML     26K 
11: EX-23.1     Consent of Experts or Counsel                       HTML     22K 
 9: EX-12.1     Statement re: Computation of Ratios                 HTML     59K 
12: EX-31.1     Certification -- §302 - SOA'02                      HTML     28K 
13: EX-31.2     Certification -- §302 - SOA'02                      HTML     29K 
14: EX-32.1     Certification -- §906 - SOA'02                      HTML     24K 
15: EX-32.2     Certification -- §906 - SOA'02                      HTML     24K 
22: R1          Document and Entity Information                     HTML     48K 
23: R2          Consolidated Balance Sheets                         HTML     81K 
24: R3          Consolidated Balance Sheets (Parenthetical)         HTML     42K 
25: R4          Consolidated Statements of Income                   HTML     74K 
26: R5          Consolidated Statement of Shareholders' Equity      HTML     59K 
27: R6          Consolidated Statement of Shareholders' Equity      HTML     23K 
                (Parenthetical)                                                  
28: R7          Consolidated Statements of Cash Flows               HTML    116K 
29: R8          Consolidated Statements of Cash Flows               HTML     23K 
                (Parenthetical)                                                  
30: R9          Summary of Significant Accounting Policies          HTML     63K 
31: R10         Debt Financing                                      HTML    117K 
32: R11         Interest Expense                                    HTML     50K 
33: R12         Shareholders' Equity                                HTML     32K 
34: R13         Rental Income                                       HTML    116K 
35: R14         Concentration of Risk                               HTML    180K 
36: R15         Income Taxes                                        HTML    133K 
37: R16         Commitments and Contingencies                       HTML    113K 
38: R17         Net Earnings Per Share                              HTML     89K 
39: R18         Fair Value Measurements                             HTML     29K 
40: R19         Stock-based Compensation                            HTML    157K 
41: R20         Investments                                         HTML     26K 
42: R21         Flight Equipment Held for Sale                      HTML     24K 
43: R22         Litigation                                          HTML     30K 
44: R23         Quarterly financial data (Unaudited)                HTML     94K 
45: R24         Subsequent Events                                   HTML     23K 
46: R25         Summary of Significant Accounting Policies          HTML     88K 
                (Policies)                                                       
47: R26         Interest Expense (Tables)                           HTML     50K 
48: R27         Debt Financing (Tables)                             HTML    103K 
49: R28         Rental Income (Tables)                              HTML    114K 
50: R29         Concentration of Risk (Tables)                      HTML    185K 
51: R30         Income Taxes (Tables)                               HTML    132K 
52: R31         Commitments and Contingencies (Tables)              HTML    112K 
53: R32         Net Earnings Per Share (Tables)                     HTML     85K 
54: R33         Stock-based Compensation (Tables)                   HTML    150K 
55: R34         Quarterly Financial Data (Unaudited) (Tables)       HTML     93K 
56: R35         Summary of Significant Accounting Policies          HTML     71K 
                (Details)                                                        
57: R36         Debt Financing (Details)                            HTML    201K 
58: R37         Debt Financing - Maturities of Debt (Details)       HTML     41K 
59: R38         Interest Expense (Details)                          HTML     33K 
60: R39         Shareholders' Equity (Details)                      HTML     74K 
61: R40         Rental Income (Details)                             HTML     93K 
62: R41         Concentration of Risk (Details)                     HTML     87K 
63: R42         Income Taxes (Details)                              HTML     98K 
64: R43         Commitments and Contingencies (Details)             HTML    119K 
65: R44         Net Earnings Per Share (Details)                    HTML     67K 
66: R45         Fair Value Measurements - Assets and Liabilities    HTML     29K 
                Recurring and Non-recurring (Details)                            
67: R46         Fair Value Measurements - Debt Financing (Details)  HTML     27K 
68: R47         Stock-based Compensation - Stock Options (Details)  HTML    113K 
69: R48         Stock-based Compensation - Stock Option Exercise    HTML     51K 
                Price (Details)                                                  
70: R49         Stock-based Compensation - Restricted Stock         HTML     75K 
                (Details)                                                        
71: R50         Investments (Details)                               HTML     34K 
72: R51         Flight Equipment Held for Sale (Details)            HTML     39K 
73: R52         Litigation (Details)                                HTML     24K 
74: R53         Litigation (Details)                                HTML     31K 
75: R54         Quarterly Financial Data (Unaudited) (Details)      HTML     42K 
76: R55         Subsequent Events (Details)                         HTML     31K 
78: XML         IDEA XML File -- Filing Summary                      XML    121K 
77: EXCEL       IDEA Workbook of Financial Reports                  XLSX     79K 
16: EX-101.INS  XBRL Instance -- al-20161231                         XML   2.77M 
18: EX-101.CAL  XBRL Calculations -- al-20161231_cal                 XML    182K 
19: EX-101.DEF  XBRL Definitions -- al-20161231_def                  XML    653K 
20: EX-101.LAB  XBRL Labels -- al-20161231_lab                       XML   1.48M 
21: EX-101.PRE  XBRL Presentations -- al-20161231_pre                XML    942K 
17: EX-101.SCH  XBRL Schema -- al-20161231                           XSD    174K 
79: ZIP         XBRL Zipped Folder -- 0001558370-17-000879-xbrl      Zip    180K 


‘EX-10.10’   —   Material Contract


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



 C:   C: 
  al_Ex_10_10  

Exhibit 10.10

 

Execution Version

 

NEW LENDER SUPPLEMENT

 

SUPPLEMENT, dated as of May 27, 2016, to the Second Amended and Restated Credit Agreement, dated as of May 5, 2014, as amended by the First Amendment dated as of June 1, 2015, by the Second Amendment dated as of May 27, 2016 and as further amended, supplemented or otherwise modified from time to time (the “Credit Agreement”) among AIR LEASE CORPORATION, a Delaware corporation (the “Borrower”), the several banks and other financial institutions or entities from time to time parties thereto (the “Lenders”), and JPMORGAN CHASE BANK, N.A., as administrative agent (the “Administrative Agent”).

 

W I T N E S S E T H:

 

WHEREAS, the Credit Agreement provides in Section 2.1(c) thereof that any bank, financial institution or other entity may become a party to the Credit Agreement with the consent of the Borrower and the Administrative Agent (which consent of the Administrative Agent shall not be unreasonably withheld) by executing and delivering to the Borrower and the Administrative Agent a supplement to the Credit Agreement in substantially the form of this Supplement; and

 

WHEREAS, each of the undersigned now desires to become a party to the Credit Agreement;

 

NOW, THEREFORE, each of the undersigned hereby agrees as follows:

 

1.           Each of the undersigned agrees to be bound by the provisions of the Credit Agreement, and agrees that it shall, on the date this Supplement is accepted by the Borrower and the Administrative Agent (or on such other date as may be agreed upon among the undersigned, the Borrower and the Administrative Agent), become a Lender for all purposes of the Credit Agreement to the same extent as if originally a party thereto, with a Commitment as specified on Annex A hereto.

 

2.           Each of the undersigned (a) represents and warrants that it is legally authorized to enter into this Supplement; (b) confirms that it has received a copy of the Credit Agreement, together with copies of the financial statements most recently delivered pursuant to Section 6.1(a) and (b) thereof and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement; (c) agrees that it has made and will, independently and without reliance upon the Administrative Agent or any other Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement or any instrument or document furnished pursuant hereto or thereto; (d) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers and discretion under the Credit Agreement or any instrument or document furnished pursuant hereto or thereto as are delegated to the Administrative Agent by the terms thereof, together with such powers as are incidental thereto; and (e) agrees that it will be bound by the provisions of the Credit Agreement and will perform in accordance with its terms all the obligations which by the terms of the Credit Agreement are required to be performed by it as a Lender including, without limitation, if it is organized under the laws of a jurisdiction outside the United States, its obligation pursuant to Section 2.15(e) of the Credit Agreement.

 

3.           Each of the undersigned hereby confirms and agrees that the Termination Date in respect of its Commitment is May 5, 2020.

 

4.           The address for notices for each of the undersigned for the purposes of the Credit Agreement is as specified on Annex B hereto.

 

5.           Terms defined in the Credit Agreement shall have their defined meanings when used herein.

 

 


 

 

IN WITNESS WHEREOF, the undersigned has caused this Supplement to be executed and delivered by a duly authorized officer on the date first above written.

 

 

 

    

GOLDMAN SACHS BANK USA

 

 

 

 

 

 

 

 

By:

/s/ Rebecca Kratz

 

 

 

Name:  Rebecca Kratz

 

 

 

Title:    Authorized Signatory

 

 

[Signature Page to New Lender Supplement]


 

 

IN WITNESS WHEREOF, the undersigned has caused this Supplement to be executed and delivered by a duly authorized officer on the date first above written.

 

 

 

 

 

 

 

 

    

The Governor and Company of the Bank of Ireland

 

 

 

 

 

 

 

 

By:

/s/ Philip Greene

 

 

 

Name:

Philip Greene

 

 

 

Title:

Senior Manager

 

 

 

 

 

 

 

 

By:

/s/ Frank Schmitt

 

 

 

Name:

Frank Schmitt

 

 

 

Title:

Associate Director

 

 

[Signature Page to New Lender Supplement]


 

 

Accepted this 27th day of
May, 2016

 

 

 

 

 

 

 

AIR LEASE CORPORATION

    

 

 

 

 

 

 

 

By:

/s/ Gregory B. Willis

 

 

 

Name: Gregory B. Willis

 

 

 

Title:   Senior Vice President &

 

 

 

Chief Financial Officer

 

 

 

 

[Signature Page to New Lender Supplement]


 

 

Accepted this 27th day of
May, 2016

 

 

JPMORGAN CHASE BANK, N.A. as Administrative Agent

    

 

 

 

 

 

 

 

By:

/s/ Gene Riego De Dios

 

 

 

Name: Gene Riego De Dios

 

 

 

Title:   Vice President

 

 

 

 

[Signature Page to New Lender Supplement]


 

 

Annex A

 

Commitments

 

 

 

 

 

Lender

    

Commitment

Goldman Sachs Bank USA

 

$

125,000,000 

 

 

 

 

The Governor and Company of the Bank of Ireland

 

$

7,500,000 

 

 

 

 

Total:

 

$

132,500,000 

 

 

 


 

 

Annex B

 

Addresses for Notices

 

Goldman Sachs

 

GOLDMAN SACHS BANK USA

200 West Street

New York, NY 10282

Tax ID: 13-3571598

MEI: US1L131229

FAX NOTICES: 917-977-3966

 

The Governor and Company of the Bank of Ireland

 

Credit Contact:

 

Philip Greene

Senior Manager

Bank of Ireland

2 Burlington Plaza

Burlington Road

Dublin 4

Republic of Ireland

 

Operations Contact:

 

Paul Higginson

Loans Administration

Bank of Ireland

New Century House, 5th Floor

Mayor Street Lower

Dublin 1, Ireland

Fax: 011 353 1 633 5620

 



Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘10-K’ Filing    Date    Other Filings
5/5/20
Filed on:2/23/174,  8-K
For Period end:12/31/165
5/27/168-K
6/1/158-K
5/5/144
 List all Filings 


4 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
 2/17/22  Air Lease Corp.                   10-K       12/31/21  105:12M                                    Workiva Inc Wde… FA01/FA
 2/22/21  Air Lease Corp.                   10-K       12/31/20   83:13M                                    Toppan Merrill Bridge/FA
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Filing Submission 0001558370-17-000879   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

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