Equity Commitment Letter Meridian Aviation Partners Limited West Pier Business Campus Dun Laoghaire County Dublin, A96 N6T7 IrelandShare Purchase Agreement • May 9th, 2018 • Fly Leasing LTD • Services-miscellaneous equipment rental & leasing
Reference is made to (i) that certain Share Purchase Agreement (the “Share Purchase Agreement”), dated as of February 28, 2018, among Asia Aviation Capital Limited, as vendor, Fly Aladdin Holdings Limited, as purchaser, Fly Leasing Limited (the “Company”), as purchaser guarantor, and AirAsia Berhad, a company incorporated and existing under the laws of Malaysia (“AAB”), and (ii) that certain Subscription Agreement (the “Subscription Agreement”), dated as of February 28, 2018, among the Company, Asia Aviation Capital Limited, a limited liability company incorporated and existing under the laws of Malaysia (“AACL”) and AAB (the “Guarantor”). Capitalized terms used and not otherwise defined herein have the meanings ascribed to them in the Share Purchase Agreement.
Dated February 28, 2018 Between Asia Aviation Capital Limited (as Vendor) Fly Aladdin Holdings Limited (as Purchaser) FLY Leasing Limited (as Purchaser Guarantor) AirAsia Berhad (as Vendor Guarantor) Share Purchase Agreement relating to the sale and...Share Purchase Agreement • May 9th, 2018 • Fly Leasing LTD • Services-miscellaneous equipment rental & leasing
in each case in accordance with the Steps Plan and on the terms and subject to the conditions set out in the Asset Transfer Documents, as applicable.
AMENDED AND RESTATED DELIVERY SIDE LETTER (PORTFOLIO C AND PORTFOLIO D)Fly Leasing LTD • May 9th, 2018 • Services-miscellaneous equipment rental & leasing
AMENDED AND RESTATED PURCHASE COMMITMENT LETTER (PORTFOLIO C AIRCRAFT AND PORTFOLIO D AIRCRAFT)Purchase • May 9th, 2018 • Fly Leasing LTD • Services-miscellaneous equipment rental & leasing
This AMENDED AND RESTATED PURCHASE COMMITMENT LETTER (PORTFOLIO C AIRCRAFT AND PORTFOLIO D AIRCRAFT) (the “Agreement”) dated May 3, 2018, but having effect as between the parties as of 28 February 2018, is made between (1) Fly Leasing Limited, a Bermuda exempted company (“Fly”), and (2) Nomura Babcock & Brown Co., Ltd., a Japanese company (the “Commitment Provider”) and amends and restates that certain Purchase Commitment Letter (Portfolio C Aircraft) dated as of February 28, 2018 between Fly and Commitment Provider.
ASIA AVIATION CAPITAL LIMITED AS SELLER FLY ALADDIN HOLDING LIMITED AS PURCHASER AND AIRASIA BERHAD (AS GUARANTOR)Aircraft Sale and Purchase Agreement • May 9th, 2018 • Fly Leasing LTD • Services-miscellaneous equipment rental & leasing
DATED 26 APRIL 2018 but having effect as between the parties as of 28 February 2018 ASIA AVIATION CAPITAL LIMITED AS SELLER FLY ALADDIN HOLDINGS LIMITED AS PURCHASER AND AIRASIA BERHAD AS GUARANTORAircraft Purchase Option Agreement • May 9th, 2018 • Fly Leasing LTD • Services-miscellaneous equipment rental & leasing
To: Fly Leasing Limited (“Fly”)Indicative Term Sheet • May 9th, 2018 • Fly Leasing LTD • Services-miscellaneous equipment rental & leasing
We BNP PARIBAS, CITIBANK, N.A., COMMONWEALTH BANK OF AUSTRALIA, SINGAPORE BRANCH, DEUTSCHE BANK AG, SINGAPORE BRANCH and/or their respective affiliates (the “Underwriters”) are pleased to set out in this Letter the terms and conditions on which we are willing to arrange, manage the primary syndication of and underwrite the Facility. This Letter amends and restates in its entirety that certain commitment letter dated 28 February 2018 between Fly and the Underwriters.
