SEC Comment Letter for FTAI Aviation Ltd. (FTAI, FTAIM, FTAIN, FTAIO) (CIK 0001590364) (FTAI) — May 1, 2015
FTAI Aviation Ltd. (FTAI, FTAIM, FTAIN, FTAIO) (CIK 0001590364)
Date: May 1, 2015 · CIK: 0001590364 · Accession: 0000000000-15-024257
AI Filing Summary & Sentiment
File numbers found in text: 333-193182
Letter
May 1, 2015 Via e -mail Cameron D. MacDougal l Vice President Fortress Transportation and Infrastructure Investors LLC 1345 Avenue of the Americas, 46th Floor New York, New York 10105
Re: Fortress Transportation and Infrastructure Investors L LC Amendment No. 3 to Registration Statement on Form S -1 Filed April 16, 2015 File No. 333-193182
Dear Mr. MacDouga ll:
We have reviewed your registration statement and have the following comment .
Management’s Discussion and Analysis of Financial Condition and Results of Operation, page
Liquidity, page 90
1. We note your disclosure of the Non -GAAP measure Cash Available for Distribution (CAD). Please expand your disclosure to clearly explain how each adjustment used in the calculation of CAD reasonably supports your assertion that the measure serves as a useful metric for investors, analysts and management in measuring your overall liquidity, including your capacity for making distributions. In addition, for each operating cash flow line item in your Statement of Cash Flows on page F -8 that you have excluded from CAD, explain how you concluded that those amounts should be excluded. Refer to Item 10(e) of Regulation S -K for guidance.
You may c ontact Tracie Mariner at (202) 551 -3744 or Alfred Pavot at (202) 551 -3738 if you have questions regarding comments on the financial statements and re lated matters. Please contact Leland Benton at (202) 551 -3791 or me at (202) 551 -3397 with any other questions.
Sincerely,
/s/ Jay Ingram
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May 1, 2015 Via e -mail Cameron D. MacDougal l Vice President Fortress Transportation and Infrastructure Investors LLC 1345 Avenue of the Americas, 46th Floor New York, New York 10105 Re: Fortress Transportation and Infrastructure Investors L LC Amendment No. 3 to Registration Statement on Form S -1 Filed April 16, 2015 File No. 333-193182 Dear Mr. MacDouga ll: We have reviewed your registration statement and have the following comment . Management’s Discussion and Analysis of Financial Condition and Results of Operation, page 72 Liquidity, page 90 1. We note your disclosure of the Non -GAAP measure Cash Available for Distribution (CAD). Please expand your disclosure to clearly explain how each adjustment used in the calculation of CAD reasonably supports your assertion that the measure serves as a useful metric for investors, analysts and management in measuring your overall liquidity, including your capacity for making distributions. In addition, for each operating cash flow line item in your Statement of Cash Flows on page F -8 that you have excluded from CAD, explain how you concluded that those amounts should be excluded. Refer to Item 10(e) of Regulation S -K for guidance. You may c ontact Tracie Mariner at (202) 551 -3744 or Alfred Pavot at (202) 551 -3738 if you have questions regarding comments on the financial statements and re lated matters. Please contact Leland Benton at (202) 551 -3791 or me at (202) 551 -3397 with any other questions. Sincerely, /s/ Jay Ingram Jay Ingram Legal Branch Chief