aircastle8k.htm
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 OR 15(d) of The Securities Exchange Act of
1934
Date
of
Report (Date of earliest event reported):
August
20, 2007 (August 20, 2007)
Aircastle
Limited
(Exact
name of registrant as specified in its charter)
Bermuda
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001-32959
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98-0444035
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(State
or other jurisdiction of incorporation)
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(Commission
File
Number)
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(IRS
Employer
Identification
No.)
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c/o
Aircastle Advisor LLC
300
First Stamford Place, Stamford, Connecticut
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06902
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code (203)
504-1020
(Former
name or former address, if changed since last report)
Check
the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions (see General Instruction A.2. below):
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[
]Written communications pursuant to Rule 425 under the Securities
Act (17
CFR 230.425)
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[
]Soliciting material pursuant to Rule 19a-12 under the Exchange Act
(17
CFR 240.19a-12)
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[
]Pre-commencement communications pursuant to Rule 19d-2(b) under
the
Exchange Act (17 CFR 240.19d-2(b))
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[
]Pre-commencement communications pursuant to Rule 13e-4(c) under
the
Exchange Act (17 CFR 240.13e-4(c))
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Section
1 -- Registrant's Business and Operations
Item
1.01 Entry Into a Material Definitive Agreement
The
description of the 2006-B Third Amendment (as defined below) set forth in Item
2.03 of this Report is incorporated herein by reference.
Section
2 -- Financial Information
Item
2.03 Creation of a Direct Financial Obligation or an Obligation Under an
Off-Balance Sheet Arrangement of a Registrant
Aircastle
Limited (“Aircastle” or the “Company”) and its subsidiary companies have entered
into an amendment to an existing revolving credit facility, as described
below.
Third
Amendment to the Revolving Credit Facility
Reference
is made to the senior revolving credit agreement (the "Revolving Credit
Facility"), dated as of December 15, 2006, and amended as of January 22,
2007 and April 5, 2007, by and among the Company and certain of its subsidiary
companies and JPMorgan Chase Bank, N.A., Bear Stearns Corporate Lending Inc.,
and Citicorp North America Inc., providing for an aggregate amount of borrowings
not to exceed $250.0 million. The Revolving Credit Facility was filed as Exhibit
10.2 to the Company's Current Report on Form 8-K, filed December 18, 2006;
the
first amendment to the Revolving Credit Facility was filed as Exhibit 10.2
to
the Company’s Current Report on Form 8-K, filed January 25, 2007; and the second
amendment to the Revolving Credit Facility was filed as Exhibit 10.1 to the
Company’s Current Report on Form 8-K filed April 11, 2007. The
Revolving Credit Facility and amendments thereto as so filed are incorporated
herein by reference.
On
August
20, 2007, the Company and the other parties to the Revolving Credit Facility
entered into a third amendment to the Revolving Credit Facility (the “2006-B
Third Amendment”), extending the Stated Termination Date (as defined therein) to
June 15, 2008.
The
foregoing summary of certain provisions of the 2006-B Third Amendment is
qualified in its entirety by reference to the complete 2006-B Third Amendment
filed as Exhibit 10.1 hereto, and is incorporated herein by
reference.
Section
9 – Financial Statements and Exhibits
Item
9.01 Financial
Statements and Exhibits
(a) Not
Applicable
(b) Not
Applicable
(c) Not
Applicable
(d)
Exhibits
10.1 Third
Amendment, dated as of August 20, 2007, to the Revolving Credit Facility
Agreement (2006-B), dated as of December 15, 2006, as amended by the First
Amendment dated as of January 22, 2007 and the Second Amendment dated as of
April 5, 2007, by and among Aircastle Limited, an exempted company
organized and existing under the laws of Bermuda, Aircastle Holding Corporation
Limited, an exempted company organized and existing under the laws of Bermuda,
Aircastle Ireland Holding Limited, a limited liability company incorporated
in
Ireland, JPMorgan Chase Bank, N.A., as administrative agent and certain lenders
from time to time parties thereto.
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant
has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
AIRCASTLE
LIMITED
(Registrant)
/s/
David
Walton
David
Walton
Chief
Operating Officer, General Counsel and Secretary
Date:
August 20, 2007
EXHIBIT
INDEX
Exhibit
Number Exhibit
10.1
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Third
Amendment, dated as of August 20, 2007, to the Revolving Credit Facility
Agreement (2006-B), dated as of December 15, 2006 and as amended
by the
First Amendment, dated as of January 22, 2007, and the Second
Amendment, dated as of April 5, 2007, by and among Aircastle Limited,
an exempted company organized and existing under the laws of Bermuda,
Aircastle Holding Corporation Limited, an exempted company organized
and
existing under the laws of Bermuda, Aircastle Ireland Holding Limited,
a
limited liability company incorporated in Ireland, JPMorgan Chase
Bank,
N.A., as administrative agent and certain lenders from time to time
parties thereto.
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