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Aviation Finance & Leasing GETTING THROUGH THE DEAL Aviation Finance & Leasing Aviation Finance & Leasing Finance Aviation Contributing editor Mark Bisset 2017 2017 © Law Business Research 2017 Aviation Finance & Leasing 2017 Contributing editor Mark Bisset Clyde & Co LLP Publisher Law The information provided in this publication is Gideon Roberton general and may not apply in a specific situation. [email protected] Business Legal advice should always be sought before taking Research any legal action based on the information provided. Subscriptions This information is not intended to create, nor does Sophie Pallier Published by receipt of it constitute, a lawyer–client relationship. [email protected] Law Business Research Ltd The publishers and authors accept no responsibility 87 Lancaster Road for any acts or omissions contained herein. The Senior business development managers London, W11 1QQ, UK information provided was verified between May and Alan Lee Tel: +44 20 3708 4199 June 2017. Be advised that this is a developing area. [email protected] Fax: +44 20 7229 6910 Adam Sargent © Law Business Research Ltd 2017 Printed and distributed by [email protected] No photocopying without a CLA licence. Encompass Print Solutions First published 2014 Tel: 0844 2480 112 Dan White Fourth edition [email protected] ISSN 2055-7256 © Law Business Research 2017 CONTENTS Global overview 5 Japan 87 Mark Bisset Katsu Sengoku and Kentaro Miyagi Clyde & Co LLP Nishimura & Asahi Aircraft operating leases – New York law or English law? 9 Kenya 93 Thomas A Zimmer and Neil Poland Suzanne Muthaura, Christopher Kiragu and Kenneth Kimachia Vedder Price MMAN Advocates Australia 12 Lithuania 99 Matthew Bode and Kate Craig Gintautas Šulija Colin Biggers & Paisley Šulija Partners Law Firm Vilnius Austria 17 Malta 106 Martin Geiger Malcolm Falzon and Steven Decesare Benn-Ibler Rechtsanwälte GmbH Camilleri Preziosi Belgium 22 Mexico 114 Dimitri de Bournonville and Cyril-Igor Grigorieff Javier Alegre and Carlos Campillo Kennedys Alegre, Calderón y Márquez Abogados Bermuda 26 New Zealand 119 Jeremy Leese Frank Porter and Rishalat Khan MJM Limited Buddle Findlay Lawyers Brazil 31 Panama 124 Renata Iezzi Maria de Lourdes Marengo Basch & Rameh Patton, Moreno & Asvat Cayman Islands 38 Philippines 129 Matthew Stocker Imelda A Manguiat, Carina C Laforteza, Bhong Paulo A Conyers Dill & Pearman Macasaet, Aldous Benjamin C Camiso and Maricar G Ramos SyCip Salazar Hernandez & Gatmaitan Dominican Republic 43 Maria Esther Fernandez A de Pou Portugal 135 Russin Vecchi & Heredia Bonetti Luís Soares de Sousa Cuatrecasas England & Wales 49 Mark Bisset Russia 142 Clyde & Co LLP Victoria Bortkevicha and Anna Nikulina Clifford Chance CIS Limited France 56 Edward Campbell South Africa 148 Stephenson Harwood AARPI Sean Craig Lederman ENSafrica Germany 63 Ulrich Steppler and Katja Helen Brecke Sweden 153 Arnecke Sibeth Fredrik Wilkens, Emma Stuart-Beck and Henrik Schön Advokatfirman Vinge India 70 Ashwin Ramanathan, Akansha Aggarwal and Maitreye Parashar Switzerland 159 AZB & Partners Frédéric Meyer, Raphaël Baeriswyl and Antoine Labaume Meyer Avocats Israel 76 Charles B Gottlieb and Assi Talmor United Arab Emirates 165 Gottlieb, Gera, Engel & Co Advocates Shyamal Jeewoolall Holman Fenwick Willan Middle East LLP Italy 81 Laura Pierallini and Francesco Grassetti United States 172 Studio Pierallini Thomas A Zimmer and Laura J Bond Vedder Price 2 Getting the Deal Through – Aviation Finance & Leasing 2017 © Law Business Research 2017 PREFACE Preface Aviation Finance & Leasing 2017 Fourth edition Getting the Deal Through is delighted to publish the fourth edition of Aviation Finance & Leasing, which is available in print, as an e-book and online at www.gettingthedealthrough.com. Getting the Deal Through provides international expert analysis in key areas of law, practice and regulation for corporate counsel, cross- border legal practitioners, and company directors and officers. Throughout this edition, and following the unique Getting the Deal Through format, the same key questions are answered by leading practitioners in each of the jurisdictions featured. Our coverage this year includes new chapters on Israel, Japan, Kenya, Lithuania, South Africa and United Arab Emirates. Getting the Deal Through titles are published annually in print. Please ensure you are referring to the latest edition or to the online version at www.gettingthedealthrough.com. Every effort has been made to cover all matters of concern to readers. However, specific legal advice should always be sought from experienced local advisers. Getting the Deal Through gratefully acknowledges the efforts of all the contributors to this volume, who were chosen for their recognised expertise. We also extend special thanks to the contributing editor, Mark Bisset of Clyde & Co LLP, for his continued assistance with this volume. London June 2017 www.gettingthedealthrough.com 3 © Law Business Research 2017 Clyde & Co LLP GLOBAL OVERVIEW Global overview Mark Bisset Clyde & Co LLP Introduction better than the historic figure for air travel, growing at twice GDP. The Aviation is one of the world’s fastest-moving sectors, combining International Air Transport Association estimates that the world’s air- technology, innovation, entrepreneurialism, economic development, lines made a record profit of US$35.6 billion with a net profit margin of infrastructure support, demographic growth, contribution to globalisa- 5.1 per cent in 2016, helped considerably by the fall in fuel prices and tion and a touch of glamour. Progress in this sector is impressive in its low interest rates. Thus, compared with previous years, these are heady speed and diversified in its nature. times. The level of finance required to sustain this expansion is astonish- Economic and traffic growth are two of the key indicators of growth ing. The commercial aircraft finance market is already a market valued in commercial aviation globally. Economic growth in a region generally annually in excess of US$100 billion for the financing of new deliver- has a strong impact on the increase in demand for air service. While in ies. (This is in addition to the secondary aircraft market, the business aggregate this is true, the degree to which air service grows in relation to jets world, spare engine leasing or finance, and the engine aftermarket.) gross domestic product (GDP) is not consistent throughout the world. Deliveries of new aircraft will require an average of US$125 billion of Typically, in developing countries, air service grows at a much higher rate finance annually over the coming decade. than GDP. Historic experience in Western Europe and North America The purpose of this short introduction to the aviation finance world shows that air traffic growth in a developed country with a mature air is not to predict how aviation finance will meet the challenge, but to take service market is less responsive to GDP than in a developing country. a snapshot of where we are now and to identify which threads are likely By way of illustration, Boeing’s worldwide forecast for the ratio of air to be picked up going forwards. Given this context, we will examine: traffic demand growth to GDP growth over the next 20 years is approxi- • the main financing products currently available: commercial bank mately 1:5, albeit with regional variation. At any time and any place, few finance, leasing, export credit and the capital markets; airlines have the internal cash available to self-finance acquisitions of • developments in the emerging markets; and new or used commercial aircraft, and most airlines seek financing from • the progress of the Cape Town Convention. a variety of sources, including traditional bank debt, export credit guar- antees, tax leases, capital markets and operating leases. Financing products There has been much commentary in recent years relating to the Commercial banks, lessors and export credit agencies account for enormous aviation potential of the economies of Brazil, Russia, India the majority of aircraft financing, and the use of capital markets has and China. Recently, Africa and the Asia-Pacific region have been regu- expanded considerably over the past decade. Since the credit crunch of larly added to this list, and we may add Latin America and the Middle 2008 (indeed, since the liquidity crisis started in 2007), the availability East to the regions already mentioned. In other words, heady growth of traditional debt has been severely constrained. To fill the subsequent (more than 6 per cent) is predicted in almost every region of the world funding gap, the export credit agencies (and, indeed, the manufacturers with the exception of western Europe, which may be considered to have themselves) have stepped up to the plate. However, it is expected that reached saturation point. it is the areas of capital markets and operating leasing that will see the To cite growth forecasts from one of the two major manufacturers, most financing activity in terms of volume. Boeing predicts demand for 38,050 new aircraft in the next 20 years, val- According to Boeing, the sources of US$122 billion worth of finance ued at US$5.6 trillion. Half of these aircraft will replace existing aircraft, for the purchase of aircraft in 2016 were as follows: such that by 2032 the world’s commercial aircraft fleet is expected to • capital markets: US$36 billion (30 per cent); comprise 43,000 aircraft. And, after many years of an Airbus
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