FTAI Aviation Ltd.
For the period ended Jun 30, 2025. Filed Jul 31, 2025.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Jun 30, 2025 · Filed Jul 31, 2025
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-03-31; filed 2025-05-05.
0001590364-25-000011
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2025-06-30; filed 2025-07-31.
0001590364-25-000023
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 122 previous paragraphs and 188 current paragraphs.
44 unchanged; 37 reworded; 100 added; 41 removed; 0 previous and 7 current paragraphs rearranged.
Tables are not compared: 10 previous and 10 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (100)
Current report
Comparison of the three and six months ended June 30, 2025 and 2024
Current report
(1) Includes servicing fees of $2,052 and $2,600 for the three and six months ended June 30, 2025, respectively, from the 2025 Partnership
Current report
(2) Includes the profit elimination of $(4,935) and $(11,885) for the three and six months ended June 30, 2025, respectively, and $0 and $0 for the three and six months ended June 30, 2024, respectively, for sales to the 2025 Partnership.
Current report
(2)Includes the following items for the three months ended June 30, 2025 and 2024: (i) net loss of $68 and $694, (ii) interest expense of $1,490 and $0, (iii) depreciation and amortization expense of $3,470 and $77, and (iv) acquisition and transaction expenses of $(77) and $0, respectively. Includes the following items for the six months ended June 30, 2025 and 2024: (i) net loss of $732 and $1,361, (ii) interest expense of $1,490 and $0, (iii) depreciation and amortization expense of $3,628 and $196, and (iv) acquisition and transaction expenses of $470 and $0, respectively.
Current report
(3) Excludes the profit elimination of $4,935 and $11,885 for the three and six months ended June 30, 2025, respectively, and $0 and $0 for the three and six months ended June 30, 2024, respectively, for sales to the 2025 Partnership.
Current report
Total revenues increased by $232.6 million, driven by the following:
Current report
•Aerospace products revenue increased by $175.5 million, primarily due to a $172.1 million increase in CFM56-5B, CFM56-7B and V2500 engine and module sales, as well as a $3.2 million increase in other maintenance service revenues.
Current report
•MRE Contract revenue increased by $69.6 million, primarily due to an increase in CFM56-5B and CFM56-7B engine and module sales made to the 2025 Partnership.
Current report
•Maintenance revenue increased by $21.9 million, primarily due to an increase in aircraft maintenance revenue of $23.1 million driven by an increase in utilization and higher maintenance reserves taken into revenue, partially offset by the sale of Seed Assets to the 2025 Partnership.
Current report
•Asset sales revenue decreased by $24.5 million, primarily due to an overall decrease in the number of sales transactions of commercial aircraft and engines. Specifically, one engine sold in Q2 2025 as compared to six engines sold in Q2 2024.
Current report
•Lease income decreased by $8.3 million, primarily due to a decrease of $10.0 million in the Offshore Energy business driven by the sale of the two vessels during Q4 2024 and a decrease in aircraft lease revenue of $2.4 million driven by the sale of Seed Assets to the 2025 Partnership. This was partially offset by an increase in engine lease revenue of $4.1 million.
Current report
•Other revenue decreased by $1.5 million, primarily due to the sale of the two vessels during Q4 2024 in the Offshore Energy business.
Current report
Total revenues increased by $408.0 million, driven by the following:
Current report
•Aerospace products revenue increased $250.9 million, primarily due to a $237.0 million increase in CFM56-5B, CFM56-7B and V2500 engine and module sales, as well as a $11.9 million increase in other maintenance service revenues.
Current report
•MRE Contract revenue increased by $170.2 million, primarily due to an increase in CFM56-5B and CFM56-7B engine and module sales made to the 2025 Partnership.
Current report
•Maintenance revenue increased by $25.7 million, primarily due to an increase in aircraft maintenance revenue of $24.7 million driven by an increase in utilization and higher maintenance reserves taken into revenue, partially offset by the sale of Seed Assets to the 2025 Partnership.
Current report
•Asset sales revenue decreased by $44.2 million, primarily due to an overall decrease in the number of sales transactions of commercial aircraft and engines. Specifically, one engine sold in 2025 as compared to 10 engines sold in the prior-year period.
Current report
•Other revenue decreased by $1.6 million, primarily due to the sale of the two vessels during Q4 2024 in the Offshore Energy business.
Current report
Total expenses decreased by $140.4 million, driven by the following:
Current report
•Internalization fee to affiliate decreased by $300.0 million relating to the Internalization effective May 28, 2024.
Current report
•Depreciation and amortization decreased by $1.5 million, primarily driven by the increase of assets held-for-sale and the sale of Seed Assets to the 2025 Partnership.
Current report
•Acquisition and transaction expenses decreased by $3.5 million primarily due to lower professional fees associated with the Internalization and the sale of the Offshore Energy vessels.
Current report
•Management fees and incentive allocation to affiliate decreased by $3.6 million, due to no management and incentive fees paid to the Former Manager during 2025, with the Internalization effective May 28, 2024.
Current report
•Operating expenses increased by $5.2 million, primarily due to higher compensation and benefits expense due to an increase in employee headcount and increased overall compensation.
Current report
Total expenses decreased by $23.1 million, driven by the following:
Current report
•Internalization fee to affiliate decreased by $300.0 million relating to the Internalization effective May 28, 2024.
Current report
•Management fees and incentive allocation to affiliate decreased by $8.4 million, due to no management and incentive fees paid to the Former Manager during 2025, with the Internalization effective May 28, 2024.
Current report
•Acquisition and transaction expenses decreased by $2.4 million, primarily due to lower professional fees associated with the Internalization and the sale of the Offshore Energy vessels.
Current report
•Cost of sales increased by $269.3 million, primarily due to increases in CFM56-5B, CFM56-7B and V2500 engine and module sales, and parts inventory sales, which directly corresponds to components of increases in Aerospace products revenue over the same period. This was partially offset by a decrease of $19.1 million, primarily due to an overall decrease in the number of sales transactions of commercial aircraft and engines, which is in line with an overall decrease in the corresponding asset sales revenue.
Current report
•Operating expenses increased by $12.4 million, primarily due to higher compensation and benefits expense due to an increase in employee headcount and increased overall compensation.
Current report
Total other expense decreased by $63.1 million during the three months ended June 30, 2025 due to the following:
Current report
•Gain on sale to the 2025 Partnership increased by $34.6 million, primarily driven by the sale of 33 aircraft to the 2025 Partnership within the Aviation Leasing Segment.
Current report
•Other income increased by $27.7 million, primarily due to a $24.2 million insurance settlement and a $2.2 million increase in interest income earned on financing receivables within the Aviation Leasing Segment.
Current report
•Loss on debt extinguishment decreased by $13.9 million driven by the 2024 redemption of Senior Notes due 2025 and partial redemption of Senior Notes due 2027.
Current report
•Interest expense increased by $8.8 million, reflecting an increase in the average debt outstanding of approximately $657.4 million, primarily due to increases in (i) the Senior Notes due 2032 of $533.3 million, which were issued in June 2024, (ii) the Senior Notes due 2033 of $497.7 million, which were issued in October 2024, partially offset by decreases in (iii) the Senior Notes due 2027 of $310.3 million, which were redeemed in October 2024, and (iv) the Revolving Credit Facility of $63.3 million.
Current report
Total other expense decreased by $85.1 million during the six months ended June 30, 2025 due to the following:
Current report
•Other income increased by $60.1 million, primarily due to a $54.3 million insurance settlement and a $4.5 million increase in interest income earned on financing receivables within our Aviation Leasing Segment.
Current report
•Gain on sale to the 2025 Partnership increased by $45.5 million, primarily driven by the sale of 37 aircraft to the 2025 Partnership within the Aviation Leasing Segment.
Current report
•Loss on debt extinguishment decreased by $13.9 million driven by the 2024 redemption of Senior Notes due 2025 and partial redemption of Senior Notes due 2027.
Current report
•Interest expense increased $23.1 million, reflecting an increase in the average debt outstanding of approximately $806.5 million, primarily due to increases in (i) the Senior Notes due 2032 of $666.7 million, which were issued in June 2024, (ii) the Senior Notes due 2033 of $497.7 million, which were issued in October 2024, and (iii) the Senior Notes due 2031 of $350.0 million, which were issued in April 2024, partially offset by decreases in (iv) the Senior Notes due 2027 of $355.2 million, which were redeemed in October 2024, (v) the Senior Notes due 2025 of $325.9 million, which were redeemed in April 2024, and (vi) the Revolving Credit Facility of $26.7 million.
Showing the first 40 of 100 passages. Open the source sections for the rest.
Removed paragraphs (41)
Previous report
(2) Includes the profit elimination of $(6,950) and $0 for the three months ended March 31, 2025 and 2024, respectively, for sales to the 2025 Partnership.
Previous report
(3) Includes gain on sale of $10,870 and $0 for the three months ended March 31, 2025 and 2024, respectively, for sales to the 2025 Partnership.
Previous report
(2)Includes the following items for the three months ended March 31, 2025 and 2024: (i) net loss of $664 and$667, (ii) depreciation and amortization expense of $158 and $119, and (iii) acquisition and transaction expenses of $547 and $0, respectively.
Previous report
(3) Excludes the profit elimination of $6,950 and $0 for the three months ended March 31, 2025 and 2024, respectively, for sales to the 2025 Partnership.
Previous report
Total revenues increased by $175.4 million, driven by the following:
Previous report
•Aerospace products revenue increased by $176.0 million, prima rily due to a $165.2 million increase in CFM56-5B, CFM56-7B and V2500 engine and module sales including to the 2025 Partnership, as well as a $10.7 million increase in other revenues from QuickTurn and LMCES.
Previous report
•Maintenance revenue increased by $3.8 million, primarily due to an increase in aircraft maintenance revenue of $1.6 million and an increase in engine maintenance revenue of $2.2 million, driven by an increased number of aircraft and engines on lease in Q1 2025 as compared to Q1 2024.
Previous report
•Asset sales revenue decreased by $19.7 million, primarily due to an overall decrease in the number of sales transactions of commercial aircraft and engines. Specifically, there were no aircraft and no engines sold in Q1 2025 as compared to four engines sold in Q1 2024.
Previous report
Total expenses increased by $117.4 million, driven by the following:
Previous report
•Acquisition and transaction expenses increased by $1.1 million, primarily due to higher professional fees incurred in evaluating and completing strategic transactions.
Previous report
•Management fees and incentive allocation to affiliate decreased by $4.9 million, due to a decrease in management and incentive fees to the Former Manager during 2024, with the Internalization effective May 28, 2024.
Previous report
Total other expense decreased by $22.0 million, due to the following:
Previous report
•Interest expense increased by $14.3 million, reflecting an increase in the average debt outstanding of approximately $955.7 million primarily due to increases in (i) the Senior Notes due 2031 of $700.0 million, which were issued in April 2024, (ii) the Senior Notes due 2032 of $800.0 million, which were issued in June 2024, (iii) the Senior Notes due 2033 of $497.6 million, which were issued in October 2024, and an increase in the (iv) Revolving Credit Facility of $10.0 million, partially offset by decreases in the (v) Senior Notes due 2025 of $651.9 million, which were redeemed in April 2024, and (vi) the Senior Notes due 2027 of $400.0 million, which were redeemed in October 2024.
Previous report
•Other income increased by $43.3 million, primarily due to a $30.1 million insurance settlement, gain on sale of $10.9 million from the sale of aircraft to the 2025 Partnership, and a $2.4 million increase in interest income earned on financing receivables during 2025 within our Aviation Leasing Segment.
Previous report
Net income increased by $62.8 million, primarily due to the changes noted above.
Previous report
Adjusted EBITDA increased by $104.5 million, primarily due to the changes noted above.
Previous report
(1) Includes gain on sale of $10,870 and $0 for the three months ended March 31, 2025 and 2024, respectively, for sales to the 2025 Partnership.
Previous report
(2)Includes the following items for the three months ended March 31, 2025 and 2024: (i) net loss of $777 and $146, (ii) depreciation and amortization of $102 and $63, and (iii) acquisition and transaction expense of$547 and$0, respectively.
Previous report
•Maintenance revenue increased by $3.8 million, primarily due to an increase in aircraft maintenance revenue of $1.6 million and an increase in engine maintenance revenue of $2.2 million, driven by an increased number of aircraft and engines on lease in Q1 2025 as compared to Q1 2024.
Previous report
•Asset sales revenue decreased by $19.7 million, primarily due to an overall decrease in the number of sales transactions of commercial aircraft and engines. Specifically, there were no aircraft and no engines sold in Q1 2025 as compared to four engines sold in Q1 2024.
Previous report
Total expenses decreased by $4.6 million, driven by the following:
Previous report
•Operating expenses decreased by $0.8 million, primarily driven by adecrease in repairs and maintenance expense of $0.8 million and professional fees of $0.6 million, partially offset by an increase in insurance expense of $0.6 million.
Previous report
•Depreciation and amor tization increased $9.0 million, primarily drivenby an increase in the number of assets owned and on lease during the quarter, partially offset by an increase in the number of aircraft redelivered and parted out into our engine leasing pool.
Previous report
Total other income increased by $42.5 million, primarily due to a $30.1 million insurance settlement, gain on sale of $10.9 million from the sale of aircraft to the 2025 Partnership, and a $2.4 million increase in interest income earned on financing receivables during 2025.
Previous report
Net income increased by $34.4 million, primarily due to the changes noted above.
Previous report
Adjusted EBITDA increased by $57.2 million, prim arily due to the changes noted above.
Previous report
(1) Includes the following items for the three months ended March 31, 2025 and 2024: (i) net income (loss) of $113 and $(521), and (ii) depreciation and amortization expense of $56 and $56, respectively.
Previous report
Total Aerospace Products revenue increased by $176.0 million, prima rily due to a $165.2 million increase in CFM56-5B, CFM56-7B and V2500 engine and module sales including to the 2025 Partnership, as well as a $10.7 million increase in other revenues from the QuickTurn and LMCES.
Previous report
Total expenses increased by $119.6 million, due to the following:
Previous report
•Cost of sales increased by $117.8 million, primarily due to increases in CFM56-5B, CFM56-7B and V2500 engine and module sales, and parts inventory sales, which directly corresponds to components of increases in Aerospace products revenue over the same period.
Previous report
•Acquisition and transaction expenses increased by $0.9 million, primarily driven by higher professional fees incurred in evaluating and completing strategic transactions.
Previous report
Net income increased by $40.2 million, primarily due to the changes noted above.
Previous report
Adjusted EBITDA increased by $60.7 million, primarily due to the changes noted above.
Previous report
Total revenues decreased by $2.3 million, primarily due to the sale of the two vessels within the Offshore Energy business during the fourth quarter of 2024.
Previous report
Total expenses increased by $2.3 million, due to the following:
Previous report
•Operating expenses increased $9.7 million primarily due to higher compensation and benefits expense due to the increase in employee headcount and increased overall compensation.
Previous report
•Management fees and incentive allocation to affiliate decreased by $4.9 million, due to a decrease in management and incentive fees to the Former Manager with the Internalization effective May 28, 2024.
Previous report
Total other expense increased by $14.1 million, due to the following:
Previous report
•Interest expense increased by $14.3 million, reflecting an increase in the average debt outstanding of approximately $955.7 million primarily due to increases in (i) the Senior Notes due 2031 of $700.0 million, which were issued in April 2024, (ii) the Senior Notes due 2032 of $800.0 million, which were issued in June 2024, (iii) the Senior Notes due 2033 of $497.6 million, which were issued in October 2024, and an increase in the (iv) Revolving Credit Facility of $10.0 million, partially offset by a decreases in the (v) Senior Notes due 2025 of $651.9 million, which were redeemed in April 2024, and (vi) the Senior Notes due 2027 of $400.0 million, which were redeemed in October 2024.
Previous report
The benefit from income taxes increased by $13.9 million. This increase was primarily attributable to a tax benefit arising from an increase in corporate overhead expenses, which reduced taxable income from leasing and aerospace activities and led to a more favorable tax position for the company.
Showing the first 40 of 41 passages. Open the source sections for the rest.
Reworded paragraphs (37)
Previous wording
As of March 31, 2025, we had total consolidated assets of $4.3 billion and total equity of $28.3 million.
Current wording
As of June 30, 2025, we had total consolidated assets of $4.1 billion and total equity of $164.9 million.
Previous wording
On May 28, 2024, the Company entered into definitive agreements with the Former Manager and Master GP to internalize the Company’s management function. As part of the termination of the Management Agreement, the Company (i) agreed to pay the Former Manager (for itself and on behalf of the Master GP, as applicable) the Cash Consideration, the compensation accrued and payable, but not yet paid, under the Management Agreement and the expenses that were reimbursable, but not yet reimbursed, under the Management Agreement; (ii) issued to the Former Manager (for itself and on behalf of the Master GP, as applicable) the Share Consideration; (iii) purchased from Master GP all of its partnership interests in FTAI Aviation Holdco Ltd., a subsidiary of the Company, in exchange for $30 thousand. Following the Internalization, the Company no longer pays management fees or incentive distributions to the Former Manager and Master GP.
Current wording
On May 28, 2024, the Company entered into definitive agreements with the Former Manager and Master GP to internalize the Company’s management function. As part of the termination of the Management Agreement, the Company (i) paid the Former Manager (for itself and on behalf of the Master GP, as applicable) the Cash Consideration, the compensation accrued and payable, but not yet paid, under the Management Agreement and the expenses that were reimbursable, but not yet reimbursed, under the Management Agreement; (ii) issued to the Former Manager (for itself and on behalf of the Master GP, as applicable) the Share Consideration; (iii) purchased from Master GP all of its partnership interests in FTAI Aviation Holdco Ltd., a subsidiary of the Company, in exchange for $30 thousand. Following the Internalization, the Company no longer pays management fees or incentive distributions to the Former Manager and Master GP.
Previous wording
In connection with the termination of the Management Agreement, the Company also entered into a Transition Services Agreement with the Former Manager. Under the Transition Services Agreement, the Former Manager was required to continue to provide the Company and its affiliates with all of the Services for a transition period until October 31, 2024, during which the Company procured replacements for the Services. The Services were provided to the Company for a fee equal to the Former Manager’s cost of providing the Services, including the allocated cost of, among other things, overhead, employee wages and compensation, rent and related real estate expenses and actually incurred out-of-pocket expenses, plus a mark-up of ten percent (10%). The Company was required to use commercially reasonable efforts to make available to the Former Manager certain employees of the Company who were previously employees of the Former Manager to provide the Reverse Services, subject to certain exceptions. In addition, the Former Manager is required to continue to provide the services that are reasonably required by the Company to prepare its quarterly and annual financial statements until May 31, 2025. The Company is required to continue to provide the Reverse Services until the later to occur of the dissolution or sale of the entities receiving Reverse Services. The Transition Services Agreement may be terminated earlier (x) by mutual agreement of the parties, (y) by either the Former Manager or the Company in the event of a material breach by the non-terminating party that is not cured within thirty (30) days following written notification thereof, or (z) by the Former Manager if the Company fails to pay any undisputed sum overdue and payable for a period of at least thirty (30) days.
Current wording
In connection with the termination of the Management Agreement, the Company also entered into a Transition Services Agreement with the Former Manager. Under the Transition Services Agreement, the Former Manager was required to continue to provide the Company and its affiliates with all of the Services for a transition period until October 31, 2024, during which the Company procured replacements for the Services. In addition, the Former Manager was required to continue to provide the services that were reasonably required by the Company to prepare its quarterly and annual financial statements until May 31, 2025. The Services were provided to the Company for a fee equal to the Former Manager’s cost of providing the Services, including the allocated cost of, among other things, overhead, employee wages and compensation, rent and related real estate expenses and actually incurred out-of-pocket expenses, plus a mark-up of ten percent (10%).
Previous wording
On December 30, 2024, the Company announced the launch of a Strategic Capital Initiative in collaboration with third-party institutional investors. The first partnership under the initiative, the 2025 Partnership, will focus on acquiring 737NG and A320ceo aircraft. The Strategic Capital Initiative, and its related partnerships, will allow the Company to maintain an asset-light business model while the partnerships actively acquire on-lease narrowbody aircraft at scale. The Company has agreed that the 2025 Partnership, and follow-on partnerships, will be the primary buyer of on-lease 737NG and A320ceo aircraft. The Company, as the General Partner, will manage the aircraft in the 2025 Partnership, and the Company will receive customary, market-based compensation. The Company has also made a minority investment and will make future investments in the 2025 Partnership. The Company expects to manage the aircraft for and make minority investments in, future partnerships.
Current wording
On December 30, 2024, the Company announced the launch of a Strategic Capital Initiative in collaboration with third-party institutional investors. The first partnership under the initiative, the 2025 Partnership, will focus on acquiring 737NG and A320ceo aircraft. The Strategic Capital Initiative, and its related partnerships, will allow the Company to maintain an asset-light business model while the partnerships actively acquire on-lease narrowbody aircraft at scale. The Company has agreed that the 2025 Partnership, and follow-on partnerships, will be the primary buyer of on-lease 737NG and A320ceo aircraft. The Company, as the Servicer, will manage the aircraft in the 2025 Partnership, and the Company will receive customary, market-based compensation.
Previous wording
(1)Includes the following items for the three months ended March 31, 2025 and 2024: (i) depreciation and amortization expense of $59,562 and $49,920, (ii) lease intangible amortization of $3,206 and $3,976 and (iii) amortization for lease incentives of $5,619 and $5,226, respectively.
Current wording
(1)Includes the following items for the three months ended June 30, 2025 and 2024: (i) depreciation and amortization expense of $55,236 and $56,691, (ii) lease intangible amortization of $2,153 and $3,786 and (iii) amortization for lease incentives of $8,288 and $5,332, respectively. Includes the following items for the six months ended June 30, 2025 and 2024: (i) depreciation and amortization expense of $114,798 and $106,611, (ii) lease intangible amortization of $5,359 and $7,762 and (iii) amortization for lease incentives of $13,907 and $10,558, respectively.
Previous wording
•Lease income increased by $15.2 million, primarily due to an increase in aircraft lease revenue of $11.6 million and an increase in engine lease revenue of $6.0 million, driven by an increased number of aircraft and engines on lease in addition to higher rental rates. This was partially offset by a decrease of $2.3 million in the Offshore Energy business driven by the sale of the two vessels during Q4 2024.
Current wording
•Lease income increased by $7.0 million, primarily due to an increase in aircraft lease revenue of $9.2 million and an increase in engine lease revenue of $10.1 million, driven by an increased number of aircraft and engines on lease in addition to higher rental rates. This was partially offset by a decrease of $12.3 million in the Offshore Energy business driven by the sale of the two vessels during Q4 2024.
Previous wording
•Cost of sales increased by $105.9 million, primarily due to increases in CFM56-5B, CFM56-7B and V2500 engine and module sales, and parts inventory sales, which directly corresponds to components of increases in Aerospace products revenue over the same period. This was partially offset by a decrease of $11.9 million, primarily due to an overall decrease in the number of sales transactions of engines, which is in line with an overall decrease in the corresponding asset sales revenue.
Current wording
•Cost of sales increased by $163.4 million, primarily due to increases in CFM56-5B, CFM56-7B and V2500 engine and module sales, and parts inventory sales, which directly corresponds to components of increases in Aerospace products revenue over the same period. This was partially offset by a decrease of $7.2 million, primarily due to an overall decrease in the number of sales transactions of commercial aircraft and engines, which is in line with an overall decrease in the corresponding asset sales revenue.
Previous wording
•Depreciation and amortization increased by $9.6 million, primarily driven by an increase in the number of assets owned and on lease during the quarter, partially offset by an increase in the number of aircraft redelivered and parted out into our engine leasing pool.
Current wording
•Depreciation and amortization increased by $8.2 million, primarily driven by an increase in the number of assets owned and on lease during the period, partially offset by an increase of assets held-for-sale and the sale of Seed Assets to the 2025 Partnership.
Previous wording
•Equity in losses of unconsolidated entities increased by $6.9 million, primarily driven by the profit elimination of $6.7 million for sales to the 2025 Partnership within the Aerospace Segment.
Current wording
•Equity in losses of unconsolidated entities increased by $4.3 million, primarily driven by the profit elimination of $4.9 million for sales to the 2025 Partnership.
Previous wording
The Provision for income taxes increased $17.3 million, primarily driven by higher income discussed above generated in the Aircraft Leasing and Aerospace Products segments within taxable jurisdictions.
Current wording
The provision for income taxes increased $50.9 million and $68.2 million during the three and six months ended June 30, 2025, respectively, primarily driven by higher income discussed above generated in the Aircraft Leasing and Aerospace Products segments within taxable jurisdictions.
Previous wording
As of March 31, 2025, in our Aviation Leasing segment, we own and manage 425 aviation assets, consisting of 107 commercial aircraft and 318 engines, including eight aircraft and seventeen engines that were still located in Russia.
Current wording
As of June 30, 2025, in our Aviation Leasing segment, we own and manage 375 aviation assets, consisting of 63 commercial aircraft and 312 engines, including eight aircraft and seventeen engines that were still located in Russia.
Previous wording
As of March 31, 2025, 88 of our commercial aircraft and 178 of our engines were leased to operators or other third parties. Aviation assets currently off lease are either undergoing repair and/or maintenance, being prepared to go on lease or held in short term storage awaiting a future lease. Our aviation equipment was approximately 78% utilized during the three months ended March 31, 2025, based on the percent of days on-lease in the quarter weighted by the monthly average equity value of our aviation leasing equipment, excluding airframes. Our aircraft currently have a weighted average remaining lease term of 44 months, and our engines currently on-lease have an average remaining lease term of 24 months. The table below provides additional information on the assets in our Aviation Leasing segment, including transfers which involve aircraft breakdowns, engine transfers from leasing equipment to inventory for manufacturing and sales, and engine transfers from inventory to leasing equipment for rebuilding and sales:
Current wording
As of June 30, 2025, 53 of our commercial aircraft and 166 of our engines were leased to operators or other third parties. Aviation assets currently off lease are either undergoing repair and/or maintenance, being prepared to go on lease or held in short term storage awaiting a future lease. Our aviation equipment was approximately 70% utilized during the three months ended June 30, 2025, based on the percent of days on-lease in the quarter weighted by the monthly average equity value of our aviation leasing equipment, excluding airframes. Our aircraft currently have a weighted average remaining lease term of 46 months, and our engines currently on-lease have an average remaining lease term of 30 months. The table below provides additional information on the assets in our Aviation Leasing segment, including transfers which involve aircraft breakdowns, engine transfers from leasing equipment to inventory for manufacturing and sales, and engine transfers from inventory to leasing equipment for rebuilding and sales:
Previous wording
(1)Includes the follo wing items for the three months ended March 31, 2025 and 2024: (i) depreciation expense of $55,061 and $46,084, (ii) lease intangible amortization of $3,206 and $3,976 and (iii) amortization for lease incentives of $5,619 and $5,226, respec tively.
Current wording
(1)Includes the following items for the three months ended June 30, 2025 and 2024: (i) depreciation expense of $50,423 and $52,672, (ii) lease intangible amortization of $2,153 and $3,786 and (iii) amortization for lease incentives of $8,288 and $5,332, respectively. Includes the following items for the six months ended June 30, 2025 and 2024: (i) depreciation expense of $105,484 and $98,756, (ii) lease intangible amortization of $5,359 and $7,762 and (iii) amortization for lease incentives of $13,907 and $10,558, respectively.
Previous wording
Total revenues increased by $1.7 million, driven by the following:
Current wording
•Lease income increased by $1.7 million due to an increase in engine lease revenue of $4.1 million, partially offset by a decrease in aircraft lease revenue of $2.4 million driven by the sale of Seed Assets to the 2025 Partnership.
Previous wording
•Lease income increased by $17.6 million, due to an increase in aircraft lease revenue of $11.6 million and an increase in engine lease revenue of $6.0 million, driven by an increased number of aircraft and engines on lease in addition to higher rental rates.
Current wording
•Lease income increased by $19.3 million, due to an increase in aircraft lease revenue of $9.2 million and an increase in engine lease revenue of $10.1 million, driven by an increased number of aircraft and engines on lease in addition to higher rental rates.
Previous wording
•Cost of sales decreased by $11.9 million, prim arily due to an overall decrease in the number of sales transactions of commercial aircraft and engines, which is in line with an overall decrease in the corresponding asset sales revenue. Specifically, there were no aircraft and no engines sold in Q1 2025 as compared to four engines sold in Q1 2024.
Current wording
•Cost of sales decreased by $7.2 million, primarily due to an overall decrease in the number of sales transactions of commercial aircraft and engines, which is in line with an overall decrease in the corresponding asset sales revenue.
Previous wording
The provision for income taxes increased by $14.3 million, primarily due to the increase in income discussed above from leasing activities in jurisdictions subject to taxes.
Current wording
The provision for income taxes increased by $18.2 million and $32.5 million during the three and six months ended June 30, 2025, respectively, primarily due to the increase in income discussed above from leasing activities in jurisdictions subject to taxes.
Previous wording
The Aerospace Products segment, through our maintenance facilities, equity method investment and exclusivity arrangements, develops and manufactures, repairs/refurbishes and sells aircraft engines and aftermarket components primarily for the CFM56-5B, CFM56-7B and V2500 commercial aircraft engines. Our engine, module and parts sales are facilitated through a dedicated commercial maintenance program, designed to focus on modular and parts repair and refurbishment of CFM56-5B, CFM56-7B and V2500 engines. On December 30, 2024, with the launch of the 2025 Partnership, the Company entered into an agreement with our MRE business to supply replacement aircraft engines and modules for the life of the 2025 Partnership. In September 2024, we acquired LMCES to further enhance this business and establish permanent engine and module manufacturing capabilities. Refer to Note 3 “Acquisition of Lockheed Martin Commercial Engine Solutions”, for additional information. In addition, other serviceable used modules and parts are sold through our exclusive partnership, who is responsible for the teardown, repair, marketing and sales of parts from our CFM56-5B and CFM56-7B engine pool. In December 2023, we acquired the remaining interest in Quick Turn Engine Center LLC or “QuickTurn” (previously iAero Thrust LLC), a hospital maintenance and testing facility dedicated to the CFM56-5B and CFM56-7B engine. We also hold a 25% interest in the Advanced Engine Repair JV which focuses on developing new cost savings programs for engine repairs.
Current wording
The Aerospace Products segment, through our maintenance facilities, equity method investment and exclusivity arrangements, develops and manufactures, repairs/refurbishes, and sells aircraft engines and aftermarket components primarily for the CFM56-5B, CFM56-7B, and V2500 commercial aircraft engines. Our engine, module, and parts sales are facilitated through a dedicated commercial maintenance program designed to focus on modular and parts repair and refurbishment of these engines.
Previous wording
•Operating expenses increased by $7.1 million, primarily due to higher compensation and benefits expense due to the increase in employee headcount primarily due to the acquisition of LMCES in the third quarter of 2024.
Current wording
•Operating expenses increased by $2.6 million, primarily due to higher compensation and benefits expense due to the acquisition of LMCES and an increase in shipping and logistics expense.
Previous wording
•Operating expenses increased by $1.8 million, primarily due to higher compensation and benefits expense due to the increase in employee headcount from the acquisitions of LMCES in the third quarter of 2024.
Current wording
•Operating expenses increased by $0.8 million, primarily due to higher compensation and benefits expense due to the acquisitions of LMCES.
Previous wording
•Depreciation and amortization increased by $2.7 million due to the acquisitions of LMCES in the third quarter of 2024.
Current wording
•Depreciation and amortization increased by $5.4 million due to the acquisition of LMCES in the third quarter of 2024.
Previous wording
The Provision for income taxes increased by $16.8 million, primarily due to the increase in income discussed above from Aerospace Products activities in jurisdictions subject to taxes.
Current wording
The provision for income taxes increased by $20.9 million and $37.7 million during the three and six months ended June 30, 2025, respectively, primarily due to the increase in income discussed above from Aerospace Products activities in jurisdictions subject to taxes.
Previous wording
Net loss decreased by $4.9 million, primarily due to the changes noted above.
Current wording
Net loss decreased by $287.8 million and $282.9 million during the three and six months ended June 30, 2025, respectively, primarily due to the changes noted above.
Previous wording
Adjusted EBITDA decreased by $6.4 million, primarily due to the changes noted above.
Current wording
Adjusted EBITDA decreased by $9.1 million and decreased $15.6 million during the three and six months ended June 30, 2025, respectively, primarily due to the changes noted above.
Previous wording
We believe we have sufficient liquidity to satisfy our cash needs, however, we continue to evaluate and take action, as necessary, to preserve adequate liquidity and ensure that our business can continue to operate during various environments. This includes limiting discretionary spending across the organization and re-prioritizing our investments as necessary. On December 30, 2024, the Company announced the launch of a Strategic Capital Initiative in collaboration with third-party institutional investors. The first partnership under the initiative, the 2025 Partnership, will focus on acquiring 737NG and A320ceo aircraft. The Strategic Capital Initiative, and its related partnerships, will allow the Company to maintain an asset-light business model while the partnerships actively acquire on-lease narrowbody aircraft at scale. The Company has agreed that the 2025 Partnership, and follow-on partnerships, will be the primary buyer of on-lease 737NG and A320ceo aircraft. The Company, as the General Partner, will manage the aircraft in the 2025 Partnership, and the Company will receive customary, market-based compensation. The Company has also made a minority investment and will make future investments in the 2025 Partnership. The Company expects to manage the aircraft for and make minority investments in, future partnerships.
Current wording
We believe we have sufficient liquidity to satisfy our cash needs, however, we continue to evaluate and take action, as necessary, to preserve adequate liquidity and ensure that our business can continue to operate during various environments. This includes limiting discretionary spending across the organization and re-prioritizing our investments as necessary. On December 30, 2024, the Company announced the launch of a Strategic Capital Initiative in collaboration with third-party institutional investors. The first partnership under the initiative, the 2025 Partnership, will focus on acquiring 737NG and A320ceo aircraft. The Strategic Capital Initiative, and its related partnerships, will allow the Company to maintain an asset-light business model while the partnerships actively acquire on-lease narrowbody aircraft at scale. The Company has agreed that the 2025 Partnership, and follow-on partnerships, will be the primary buyer of on-lease 737NG and A320ceo aircraft. The Company, as the Servicer, will manage the aircraft in the 2025 Partnership, and the Company will receive customary, market-based compensation. The Company has also made a minority investment and will make future investments in the 2025 Partnership. The Company expects to manage the aircraft for and make minority investments in, future partnerships.
Previous wording
•Cash used for the purpose of making investments was $339.4 million and $303.0 million during the three months ended March 31, 2025 and 2024, respectively.
Current wording
•Cash used for the purpose of making investments was $594.9 million and $563.1 million during the six months ended June 30, 2025 and 2024, respectively.
Previous wording
•Distributions to shareholders, including cash dividends, were $36.9 million and $38.4 million during the three months ended March 31, 2025 and 2024, respectively.
Current wording
•Distributions to shareholders, including cash dividends, were $71.4 million and $76.8 million during the six months ended June 30, 2025 and 2024, respectively.
Previous wording
•Cash flows from operating activities, plus the principal collections on finance leases and maintenance reserve collections were $11.0 million and $9.4 million during the three months ended March 31, 2025 and 2024, respectively.
Current wording
•Cash flows used in operating activities, plus the principal collections on finance leases and maintenance reserve collections were $107.2 million and $165.3 million during the six months ended June 30, 2025 and 2024, respectively.
Previous wording
•During the three months ended March 31, 2025, additional borrowings and total principal repayments in connection with the Revolving Credit Facility were $290.0 million and $90.0 million, respectively. During the three months ended March 31, 2024, additional borrowings and total principal repayments in connection with the Revolving Credit Facility were $210.0 million and $35.0 million, respectively.
Current wording
•During the six months ended June 30, 2025, additional borrowings and total principal repayments in connection with the Revolving Credit Facility were $430.0 million and $430.0 million, respectively. During the six months ended June 30, 2024, additional borrowings were obtained in connection with the (i) Senior Notes due 2032 of $800.0 million, (ii) Senior Notes due 2031 of $700.0 million and (iii) Revolving Credit Facility of $360.0 million and made total principal repayments of (i) $650.0 million related to the Senior Notes due 2025, (ii) $360.0 million relating to the Revolving Credit Facility and (iii) $269.1 million related to the Senior Notes due 2027.
Previous wording
•Proceeds from the sale of assets were $263.1 million and $128.4 million during the three months ended March 31, 2025 and 2024, respectively.
Current wording
•Proceeds from the sale of assets were $986.5 million and $333.7 million during the six months ended June 30, 2025 and 2024, respectively.
Previous wording
The following table compares the historical cash flow for the three months ended March 31, 2025 and 2024:
Current wording
The following table compares the historical cash flow for the six months ended June 30, 2025 and 2024:
Previous wording
Net cash used in operating activities increased $25.6 million, which primarily reflects certain adjustments to reconcile net income to cash provided by operating activities including (i) Changes in net working capital of $132.8 million and an increase in (ii) Gain on insurance recoveries of $30.1 million, partially offset by an increase in (iii) Net income of $62.8 million, a decrease in (iv) Gain on sale of assets, net of $38.6 million, and increases in (v) Deferred income taxes of $16.1 million, (vi) Depreciation and amortization of $9.6 million, (vii) Equity in losses of unconsolidated entities of $6.9 million and (viii) Equity-based compensation of $4.4 million.
Current wording
Net cash used in operating activities decreased $51.4 million, which primarily reflects (i) an increase in our Net income of $448.0 million and certain adjustments to reconcile net income to cash used in operating activities including increases in (ii) Deferred income taxes of $57.5 million, (iii) Equity in losses of unconsolidated entities of $11.3 million, (iv) Equity-based compensation of $9.3 million and (v) Depreciation and amortization of $8.2 million partially offset by decreases in (vi) Non-cash termination fee to affiliate of $150.0 million, (vii) Gain on sale of assets of $80.0 million, (viii) Gain on insurance recoveries of $54.3 million, (ix) Gain on sale of assets to the 2025 Partnership of $45.5 million,(x) Security deposits and maintenance claims included in earnings of $25.9 million, (xi) Loss on extinguishment of debt of $13.9 million, and (xii) Changes in net working capital of $117.3 million.
Previous wording
Net cash used in investing activities decreased $141.6 million, primarily due to increases in (i) Proceeds from the sale of assets of $104.6 million, (ii) Return of deposits for acquisition of leasing equipment of $43.8 million, (iii) Proceeds from settlement of insurance claims of $30.1 million and a decrease in (iv) Acquisitions of leasing equipment of $9.6 million, partially offset by increases in (v) Deposits for acquisition of leasing equipment of $20.8 million and (vi) Investment in unconsolidated entities of $20.0 million.
Current wording
Net cash provided by investing activities increased $715.5 million, primarily due to increases in (i) Proceeds from the sale of assets to the 2025 Partnership of $397.1 million, (ii) Proceeds from the sale of assets of $255.7 million, (iii) Proceeds from settlement of insurance claims of $54.3 million, and (iv) Return of deposits for acquisition of leasing equipment of $43.8 million, as well as a decrease in (v) Deposits for acquisition of leasing equipment of $54.4 million. These were partially offset by decreases related to (vi) Acquisitions of leasing equipment of $24.0 million and (vii) Investments in financing receivables of $17.0 million, and by increases in (viii) Investment in unconsolidated entities of $118.7 million and (ix) Acquisition of property, plant and equipment of $8.6 million.
Previous wording
Net cash provided by financing activities decreased $93.4 million, primarily due to increases in (i) Redemption of preferred shares of $124.2 million and (ii) Repayment of debt of $55.0 million, partially offset by increases in (iii) Proceeds from debt of $80.0 million and (iv) Receipt of maintenance deposits under operating lease agreements of $6.1 million.
Current wording
Net cash used in financing activities increased $658.8 million, primarily due to a decrease in (i) Proceeds from debt of $1.4 billion and an increase in (ii) Redemption of preferred shares of $124.2 million, partially offset by decreases in (iii) Repayment of debt of $857.4 million and (iv) Payment of deferred financing costs of $9.7 million and an increase in (v) Receipt of maintenance deposits under operating lease agreements of $6.7 million.
Previous wording
Debt Obligations—As of March 31, 2025, we had outstanding principal and interest payment obligations of $3.7 billion and $1.4 billion, respectively, of which only interest payments of $248.9 million are due in the next twelve months. See Note 7 to the consolidated financial statements for additional information about our debt obligations.
Current wording
Debt Obligations—As of June 30, 2025, we had outstanding principal and interest payment obligations of $3.5 billion and $1.3 billion, respectively, of which only interest payments of $228.8 million are due in the next twelve months. See Note 7 to the consolidated financial statements for additional information about our debt obligations.
Previous wording
Lease Obligations—As of March 31, 2025, we had outstanding operating and finance lease obligations of $37.0 million, of which $3.2 million is due in the next twelve months.
Current wording
Lease Obligations—As of June 30, 2025, we had outstanding operating and finance lease obligations of $37.0 million, of which $3.6 million is due in the next twelve months.
Previous wording
Other Cash Requirements—In addition to our contractual obligations, we pay quarterly cash dividends on our ordinary shares and preferred shares, which are subject to change at the discretion of our Board of Directors. During the last twelve months, we declared cash dividends of $122.3 million and $30.5 million on our ordinary shares and preferred shares, respectively.
Current wording
Other Cash Requirements—In addition to our contractual obligations, we pay quarterly cash dividends on our ordinary shares and preferred shares, which are subject to change at the discretion of our Board of Directors. During the last twelve months, we declared cash dividends of $123.0 million and $25.9 million on our ordinary shares and preferred shares, respectively.
Rearranged current paragraphs (7)
Current report — wording carried from elsewhere
The Company has also made a minority investment and will make future investments in the 2025 Partnership. The Company expects to manage the aircraft for and make minority investments in, future partnerships.
Current report — wording carried from elsewhere
The following table sets forth a reconciliation of net income (loss) attributable to shareholders to Adjusted EBITDA:
Current report — wording carried from elsewhere
•Equity in losses of unconsolidated entities increased by $11.3 million, primarily driven by the profit elimination of $11.9 million for sales to the 2025 Partnership.
Current report — wording carried from elsewhere
Provision for (benefit from) income taxes
Current report — wording carried from elsewhere
•Cost of sales decreased by $19.1 million, primarily due to an overall decrease in the number of sales transactions of commercial aircraft and engines, which is in line with an overall decrease in the corresponding asset sales revenue.
Current report — wording carried from elsewhere
We entered into an agreement with our MRE business to supply replacement aircraft engines and modules for the life of the 2025 Partnership. To further enhance this business and establish permanent engine and module manufacturing capabilities, we acquired Lockheed Martin Commercial Engine Solutions (LMCES). Refer to Note 3, “Acquisition of Lockheed Martin Commercial Engine Solutions,” for additional information.
Current report — wording carried from elsewhere
Other serviceable used modules and parts are sold through our exclusive partnership, which is responsible for the teardown, repair, marketing, and sales of parts from our CFM56-5B and CFM56-7B engine pool. We also acquired the remaining interest in Quick Turn Engine Center LLC, or “QuickTurn” (formerly iAero Thrust LLC), a hospital maintenance and testing facility specializing in the CFM56-5B and CFM56-7B engines.