AerSale Corporation (“AerSale”) (NASDAQ: ASLE), a leading provider of aviation products and services, today announced that certain of its stockholders, including affiliates of Leonard Green & Partners, L.P. (the “Selling Stockholders”) intend to offer for sale in an underwritten secondary offering (the “Offering”) 4,000,000 shares of common stock of AerSale pursuant to a shelf registration statement on Form S-3 filed by AerSale with the U.S. Securities and Exchange Commission (the “SEC”). The Selling Stockholders expect to grant the underwriters a 30-day option to purchase up to an additional 600,000 shares of common stock on the same terms and conditions. No shares are being issued or sold by AerSale. The Selling Stockholders will receive all of the proceeds from the Offering.
Cowen, RBC Capital Markets, and Stifel are acting as joint book-running managers and representatives of the underwriters for the Offering. Truist Securities is also acting as joint book-running manager for the Offering.
The Offering will be made only by means of a prospectus. Copies of the preliminary prospectus may be obtained from: Cowen and Company, LLC, Attn: Cowen and Company, LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, Attn: Prospectus Department, by telephone: (833) 297-2926 or by email: PostSaleManualRequests@broadridge.com; RBC Capital Markets, LLC, Attention: Equity Capital Markets, 200 Vesey Street, New York, NY 10281, by telephone at 877-822-4089 or by email at email@example.com; or Stifel, Nicolaus & Company, Incorporated, One South Street, 15th Floor, Baltimore, MD 21202, Attention: Syndicate Department, email: Syndprospectus@stifel.com.
In addition, the Company announced that it has entered into a share repurchase agreement with the Selling Stockholders pursuant to which it intends to purchase an aggregate of 1,500,000 shares of Common Stock directly from the Selling Stockholders (the “Share Repurchase”). The price per share to be paid by the Company will be equal to the price per Share paid by the underwriters for the Shares in the Offering. The Share Repurchase is expected to be consummated concurrently with the closing of the Offering. Although the Share Repurchase will be conditioned upon, among other things, the closing of the Offering, the closing of the Offering will not be conditioned upon the closing of the Share Repurchase.
A registration statement, including a prospectus, relating to these securities has been declared effective by the SEC. This press release does not constitute an offer to sell, or a solicitation of an offer to buy, any securities, nor shall there be any sale of securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
AerSale serves a diverse customer base operating large jets manufactured by Boeing, Airbus and McDonnell Douglas and is dedicated to providing integrated aftermarket services and products designed to help aircraft owners and operators to realize significant savings in the operation, maintenance and monetization of their aircraft, engines, and components. AerSale’s offerings include: Aircraft & Component MRO, Aircraft and Engine Sales and Leasing, Used Serviceable Material sales, and internally developed ‘Engineered Solutions’ to enhance aircraft performance, operating economics and satisfy FAA mandates (e.g. AerSafe™, AerTrak™, and now AerAware™).
Forward Looking Statements
This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements are based on AerSale’s current expectations and are not guarantees of future performance. You can identify these forward-looking statements by the use of words such as “believes,” “expects,” “potential,” “continues,” “may,” “will,” “should,” “could,” “seeks,” “projects,” “predicts,” “intends,” “plans,” “estimates,” “anticipates” or the negative version of these words or other comparable words. The forward-looking statements are subject to various risks, uncertainties, assumptions or changes in circumstances that are difficult to predict or quantify. Actual results may differ materially from these expectations due to changes in global, regional or local economic, business, competitive, market, regulatory and other factors, many of which are beyond AerSale’s control. Important factors that could cause actual results to differ materially from those in the forward-looking statements are set forth in AerSale’s filings with the SEC, its Annual Report on Form 10-K for the fiscal year ended December 31, 2021, under the caption “Risk Factors,” as may be updated from time to time in our periodic filings with the SEC. Any forward-looking statement in this press release speaks only as of the date of this release. AerSale undertakes no obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments or otherwise, except as may be required by any applicable securities laws.
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