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AL > SEC Filings for AL > Form 8-K on 26-Nov-2013All Recent SEC Filings

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Form 8-K for AIR LEASE CORP


26-Nov-2013

Entry into a Material Definitive Agreement, Other Events, Financial Statements and


Item 1.01. Entry into a Material Definitive Agreement.

On November 20, 2013, Air Lease Corporation (the "Company") entered into an underwriting agreement (the "Underwriting Agreement") with Morgan Stanley & Co. LLC and Deutsche Bank Securities Inc., for themselves and as representatives of the several underwriters listed in Schedule 1 thereto (the "Underwriters"), and the selling securityholders listed in Schedule 2 thereto (the "Selling Securityholders"), relating to the sale by the Selling Securityholders to the Underwriters of an aggregate of 10,138,888 shares of Class A Common Stock, $0.01 par value per share (the "Securities").

The Securities are being offered pursuant to a registration statement (File No. 333-185378) that the Company previously filed with the Securities and Exchange Commission (the "SEC"), as supplemented by a preliminary prospectus supplement filed with the SEC on November 21, 2013, and a final prospectus supplement filed with the SEC on November 22, 2013. The Company is not selling any shares of Class A Common Stock in the offering and will not receive any proceeds from the sale nor incur any expenses from the sale. The total number of shares of the Company's Class A Common Stock outstanding will not change as a result of this offering.

The foregoing description is not complete and is qualified in its entirety by reference to the complete text of the Underwriting Agreement filed as Exhibit 1.1 hereto and incorporated herein by reference.

The Underwriters and their respective affiliates have provided in the past to the Company and its affiliates, and may provide to the Company and its affiliates from time to time in the future, certain commercial banking, financial advisory, investment banking and other services in the ordinary course of business, for which they have received and may receive customary payments of interest, fees and commissions. In addition, certain affiliates of the respective Underwriters are lenders under the Company's credit agreements.



Item 8.01. Other Events.

On November 21, 2013, the Company issued a press releases announcing the pricing of the Securities. A copy of the press release is filed as Exhibit 99.1 to this report and incorporated herein by reference.



Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

      Exhibit 1.1  Underwriting Agreement, dated as of November 20, 2013, by and
                   among Air Lease Corporation, Morgan Stanley & Co. LLC and
                   Deutsche Bank Securities Inc., for themselves and as
                   representatives of the several underwriters listed therein, and
                   the Selling Securityholders listed therein

Exhibit 99.1 Press Release dated November 21, 2013


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