SEC Comment Letter 0000000000-23-010414 to FTAI Aviation Ltd. (FTAI)
FTAI Aviation Ltd.
Date: Sept. 21, 2023 · CIK: 0001590364 · Accession: 0000000000-23-010414
AI Filing Summary & Sentiment
File numbers found in text: 001-37386
Letter
United States securities and exchange commission logo September 21, 2023 Eun (Angela) Nam Chief Financial Officer and Chief Accounting Officer FTAI Aviation Ltd. 1345 Avenue of the Americas, 45th Floor New York, NY 10105 Re:FTAI Aviation Ltd. Form 10-K for Fiscal Year Ended December 31, 2022 File No. 001-37386 Dear Eun (Angela) Nam: We have limited our review of your filing to the financial statements and related disclosures 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 these comments within ten business days by providing the requested information or advise us as soon as possible when you will respond. If you do not believe our comments apply to your facts and circumstances, please tell us why in your response. After reviewing your response to these comments, we may have additional comments. Form 10-K for Fiscal Year Ended December 31, 2022 Management's Discussion and Analysis of Financial Condition and Results of Operations Aviation Leasing Segment Aviation Assets, page 37 1.You disclose 118 aviation assets out of a total of 330 are currently off lease because they are either undergoing repair or maintenance, being prepared to go on lease or held in storage awaiting future lease. Please tell us the number of aviation assets associated with each aforementioned off lease description. Additionally, tell us whether or not the assets undergoing repair or maintenance are associated with a lease, and if not, the prospects of going on lease or being sold. Also, tell us how long aviation assets not leased have been off lease. Consider disclosing the previous information so investors may have a better understanding of how your aviation assets are positioned and contributing to your operations. Further, tell us whether aviation assets are depreciated whether leased or not.
FirstName LastNameEun (Angela) Nam Comapany NameFTAI Aviation Ltd. September 21, 2023 Page 2 FirstName LastName Eun (Angela) Nam FTAI Aviation Ltd. September 21, 2023 Page 2 Notes to Consolidated Financial Statements, page 60 2.You disclose on page 27 that because you are a holding company and have no direct operations, you will only be able to pay dividends from your available cash on hand and any funds you receive from your subsidiaries and your ability to receive distributions from your subsidiaries may be limited by the financing agreements to which they are subject. In addition, your existing indebtedness limits your ability to pay dividends. Please explain to us your consideration of Rules 4-08(e), 5-04(c) Schedule I and 12-04 of Regulation S- X. In closing, we remind you that the company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff. You may contact Stephen Kim at 202-551-3291 or Doug Jones at 202-551-3309 with any questions. Sincerely, Division of Corporation Finance Office of Trade & Services
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United States securities and exchange commission logo
September 21, 2023
Eun (Angela) Nam
Chief Financial Officer and Chief Accounting Officer
FTAI Aviation Ltd.
1345 Avenue of the Americas, 45th Floor
New York, NY 10105
Re:FTAI Aviation Ltd.
Form 10-K for Fiscal Year Ended December 31, 2022
File No. 001-37386
Dear Eun (Angela) Nam:
We have limited our review of your filing to the financial statements and related
disclosures 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 these comments within ten business days by providing the requested
information or advise us as soon as possible when you will respond. If you do not believe our
comments apply to your facts and circumstances, please tell us why in your response.
After reviewing your response to these comments, we may have additional comments.
Form 10-K for Fiscal Year Ended December 31, 2022
Management's Discussion and Analysis of Financial Condition and Results of Operations
Aviation Leasing Segment
Aviation Assets, page 37
1.You disclose 118 aviation assets out of a total of 330 are currently off lease because they
are either undergoing repair or maintenance, being prepared to go on lease or held in
storage awaiting future lease. Please tell us the number of aviation assets associated with
each aforementioned off lease description. Additionally, tell us whether or not the assets
undergoing repair or maintenance are associated with a lease, and if not, the prospects of
going on lease or being sold. Also, tell us how long aviation assets not leased have been
off lease. Consider disclosing the previous information so investors may have a better
understanding of how your aviation assets are positioned and contributing to your
operations. Further, tell us whether aviation assets are depreciated whether leased or not.
FirstName LastNameEun (Angela) Nam
Comapany NameFTAI Aviation Ltd.
September 21, 2023 Page 2
FirstName LastName
Eun (Angela) Nam
FTAI Aviation Ltd.
September 21, 2023
Page 2
Notes to Consolidated Financial Statements, page 60
2.You disclose on page 27 that because you are a holding company and have no direct
operations, you will only be able to pay dividends from your available cash on hand and
any funds you receive from your subsidiaries and your ability to receive distributions from
your subsidiaries may be limited by the financing agreements to which they are subject.
In addition, your existing indebtedness limits your ability to pay dividends. Please explain
to us your consideration of Rules 4-08(e), 5-04(c) Schedule I and 12-04 of Regulation S-
X.
In closing, we remind you that the company and its management are responsible for the
accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or
absence of action by the staff.
You may contact Stephen Kim at 202-551-3291 or Doug Jones at 202-551-3309 with any
questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services