Milbank Advises on $800M Structured Aircraft Portfolio Acquisition

Milbank, Tweed, Hadley & McCloy LLP advised NCB Capital (DIFC) Limited and Peregrine Aviation Company in relation to the acquisition by Peregrine of a portfolio of 21 commercial aircraft from AerCap Holdings N.V. and its subsidiaries, comprising a combination of Airbus and Boeing narrow-body and wide-body aircraft that are leased to 14 airlines across the world (the “Portfolio”). 

Peregrine is an investment entity established by NCB Capital, which has $37 billion in assets under management and is the brokerage arm of National Commercial Bank, the largest bank in Saudi Arabia.  This is NCB Capital’s first transaction in the aviation sector.

AerCap will retain an equity stake in the Portfolio and will provide administrative, technical and lease management services in its capacity as servicer of the Portfolio. Part of the financing for the acquisition of the Portfolio is provided via a non-recourse term loan facility arranged by BNP Paribas, Citi and Credit Suisse.

Milbank advised on all aspects of the transaction, including the shareholders agreements, sale agreements, servicing agreements and financing agreements, as well as structuring and antitrust and regulatory aspects.

The Milbank team was led by Transportation and Space partner Nick Swinburne, alongside special counsel Richard Walton (Transportation and Space), special counsel Dan Wayte (Corporate) and associate Tom Jackson (Transportation and Space), with support from Alexander Rinne and Andreas Boos (Antitrust and Competition), Helen Sutcliffe (Corporate) and Jon Cripps, Peter O’Hare, Josh Forman, Laura Cunningham, Ben Godsell, Hannah Graham and Dominic Higgins (Global Transportation and Space).

Lead partner Nick Swinburne said: “We are proud to have been asked by NCB Capital to advise on such an important deal for them in a new sector and to have worked together with the NCB Capital and AerCap teams to ensure a successful closing of what is a complex and multi-faceted transaction. The success of the transaction demonstrates Milbank’s ability to work across practices and jurisdictions to achieve the best results for our clients, and reinforces Milbank’s status as the ‘go-to’ firm for innovative and groundbreaking aviation sector transactions.”