SEC Comment Letter for FTAI Aviation Ltd. (FTAI, FTAIM, FTAIN, FTAIO) (CIK 0001590364) (FTAI) — Jul 5, 2016
FTAI Aviation Ltd. (FTAI, FTAIM, FTAIN, FTAIO) (CIK 0001590364)
Date: July 5, 2016 · CIK: 0001590364 · Accession: 0000000000-16-083126
AI Filing Summary & Sentiment
Referenced dates: June 6, 2016
Letter
July 5 , 2016 Mail Stop 4631 Via E -mail Scott Christopher Interim Chief Financial Officer Fortress Transportation and Infrastructure Investors, LLC 1345 Avenue of the Americas New York, New York 10105
Re: Fortress Transportation and Infrastructure Investors, LLC Form 10-K for Fiscal Year Ended December 31, 2015 Filed March 10, 2016 Response Letter Dated June 6, 2016 File No. 1-37386
Dear Mr. Christopher :
We have reviewed your response and have the following comments. In some of our comments, we may ask you to provide us with information so we may better understand your disclosure.
Please respond to this letter within ten business days by amending your filing, by providing the requested information, or by advising us when you will provide the requested response. If you do not believe our comments apply to your facts and circumstances or do not believe an amendment is appropriate, please tell us why in your response.
After r eviewing any amendment to your filing and the information you provide in response to these comments, we may have additional comments.
Form 10 -K for Fiscal Year Ended December 31, 2015
Management’s Discussion and Analysis of Financial Condition and Results of Operations, page
Results of Operations, page 41
Adjusted EBITDA (Non -GAAP), page 41
1. We have read your response to prior comment 1, in our letter to you dated June 6, 2016, in which you indicate that you believe Adjusted EBITD A represents a performance measure because it provides a measure of the operations of your revenue generating
Scott Christopher Fortress Transportation and Infrastructure Investors, LLC July 5, 2016 Page 2
assets, and the adjustment for principal payments on finance leases is directly analogous to depreciation on operating leases in their impact on t he revenue earning assets , which allows for the measurement of the total return of all your revenue generating assets. However, adding back principal payments on finance leases in the calculation of this measure is inconsistent with Question 100.04 in the updated Compliance and Disclosure Interpretations issued on May 17, 2016. Please revise your disclosure accordingly.
You may contact Tracie Mariner , Staff Accountant , at (202) 551 -3744 , or Alfred Pavot , Staff Accountant, at (202) 551 -3738, if you have questions regarding comments on the financial statements and related matters. You may contact me at (2 02) 551 -3355 with any other questions.
Sincerely,
/s/ Terence O ’Brien
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July 5 , 2016 Mail Stop 4631 Via E -mail Scott Christopher Interim Chief Financial Officer Fortress Transportation and Infrastructure Investors, LLC 1345 Avenue of the Americas New York, New York 10105 Re: Fortress Transportation and Infrastructure Investors, LLC Form 10-K for Fiscal Year Ended December 31, 2015 Filed March 10, 2016 Response Letter Dated June 6, 2016 File No. 1-37386 Dear Mr. Christopher : We have reviewed your response and have the following comments. In some of our comments, we may ask you to provide us with information so we may better understand your disclosure. Please respond to this letter within ten business days by amending your filing, by providing the requested information, or by advising us when you will provide the requested response. If you do not believe our comments apply to your facts and circumstances or do not believe an amendment is appropriate, please tell us why in your response. After r eviewing any amendment to your filing and the information you provide in response to these comments, we may have additional comments. Form 10 -K for Fiscal Year Ended December 31, 2015 Management’s Discussion and Analysis of Financial Condition and Results of Operations, page 40 Results of Operations, page 41 Adjusted EBITDA (Non -GAAP), page 41 1. We have read your response to prior comment 1, in our letter to you dated June 6, 2016, in which you indicate that you believe Adjusted EBITD A represents a performance measure because it provides a measure of the operations of your revenue generating Scott Christopher Fortress Transportation and Infrastructure Investors, LLC July 5, 2016 Page 2 assets, and the adjustment for principal payments on finance leases is directly analogous to depreciation on operating leases in their impact on t he revenue earning assets , which allows for the measurement of the total return of all your revenue generating assets. However, adding back principal payments on finance leases in the calculation of this measure is inconsistent with Question 100.04 in the updated Compliance and Disclosure Interpretations issued on May 17, 2016. Please revise your disclosure accordingly. You may contact Tracie Mariner , Staff Accountant , at (202) 551 -3744 , or Alfred Pavot , Staff Accountant, at (202) 551 -3738, if you have questions regarding comments on the financial statements and related matters. You may contact me at (2 02) 551 -3355 with any other questions. Sincerely, /s/ Terence O ’Brien Terence O’Brien Branch Chief Office of Manufacturing and Construction