Aircraft repossession in regions of conflict

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1 Aircraft repossession in regions of conflict Yves Lavigne, President, World Assets Transition (WAT) May 31 st, 2013 London, UK

2 Summary 1 Regions of conflict 2 - The Fundamentals of repossession 3 - A repo in Sudan : practical case

3 1 Regions of conflict

4 Regions of conflict What do we mean by regions of conflict? It can either be a country

5 Regions of conflict Today Countries under embargo Major Wars, 1,000+ deaths per year Minor wars and conflicts, fewer than 1,000 deaths per year

6 2 The Fundamentals of repossession

7 The Fundamentals of repossession When does repossession become a necessity? => In case of default

8 The Fundamentals of repossession A mix of structural and cyclical causes Airlines and air transport operators face major structural and cyclical risks + Mobility of assets => physical risks Cases of default and damaged assets Repossession and/or recovery

9 The Fundamentals of repossession Aircraft repossession : main issues

10 The Fundamentals of repossession The main text behind repossession the Cape Town convention 51 contracting states Two parts : the convention and three protocols Convention => general clauses Protocols => integrate the sectors specifics Protocol to the Convention on International Interests in Mobile Equipment on Matters specific to Aircraft Equipment => for aircraft, helicopters and engines

11 The Fundamentals of repossession The main text behind repossession The main clauses the Cape Town convention Set up of an international registry To register ownership and interests on mobile equipment Conditions of registration : First-in-time registration Possibility to register the interests if the asset is registered or the debtor located in a contracting state

12 The Fundamentals of repossession The main text behind repossession the Cape Town convention The main clauses Definition of debtors and creditors rights In case of default, creditors can (among others) Deregister the asset Take possession of the aircraft Receive any benefit from the asset Go to court to enforce their rights Improved security for the creditors

13 The Fundamentals of repossession The main text behind repossession the Cape Town convention The objectives Registration of international interests => less risks and uncertainties for the investors => cheaper and easier access to capital But Some weaknesses => only 51 contracting states, difficulty to enforce the creditors rights in the local jurisdictions

14 The Fundamentals of repossession in a region of conflict Access to the region Importance of political environment Unreliable communication and deficient information Logistical and consular issues => The main driver remains the political situation

15 2 A repo in Sudan : practical case

16 Behind the repossession What needs to be analyzed to prepare repossession? Political situation : Access, embargo, visa, security Risk : staff and asset Selection of providers => take into account political context / can be local or foreign

17 REPO DECISION DECISION AIRLINES LESSOR Defaulting finance technical legal EXPOSURE Preservation Asset Financing Remarketing Redelivery & Export COMPROMISE or CONFLICT

18 A REPO IN SUDAN: PRACTICAL CASE 1. The Context: Ownership and Operation Operator / Sub Lessee: Lebanese Owner: Non EU Company Overview Lessee: EU Company 100% subsidiary of the owner The Aircraft: A320 State of Registration: France Aircraft Value

19 A REPO IN SUDAN: PRACTICAL CASE 1. The Context: the airline and its activities Wet Lease provider To whom: Sudanese operator Airline close from backruptcy Overview Default on lease rent and reserves Default on Maintenance & Airworthiness Payments Solutions: Debt Restructuring Redelivery & Lease Termination; Repossession

20 A REPO IN SUDAN: PRACTICAL CASE 1. The Context: the clash Operator reaction: Offer asset to Sudanese party without notification Sudanese party: Accept to pay deposit Overview Lessee: EU Company 100% subsidiary of the Owner requests: Purchase Agreement; Aircraft to be put on its AOC; Contracts with part 145 & part M organizations. The Owner: Not informed; Asset out of control. State of Registration: Not informed

21 A REPO IN SUDAN: PRACTICAL CASE 1. The Context: Summary CONTEXT UN EMBARGO EU BLACK LISTED COUNTRY THREE AUTHORITIES: - France; - Sudan; - Lebanon. NINE PARTIES: Owner; Lessee; Operator; Part M; Part145; Manufacturer; Customs; Airports; Fuel Suppliers.

22 A REPO IN SUDAN: PRACTICAL CASE REPO The Owner enters Repossession process Two Levels: Legal; Operational. 3 Authorities / 9 Parties REPOSSESSION / RETURN TO SERVICE / FERRY RISK FINANCIAL TECHNICAL TAILORED PROCESS

23 A REPO IN SUDAN: PRACTICAL CASE 2. The Process: Regulatory implications CAA & Customs: France; Sudan; Lebanon. Lease Governing Law: Overview Common Law. Registration: Mortgage of the Owner Regulations: EU Ops: Operations; Part145: Maintenance; Part M: Airworthiness

24 A REPO IN SUDAN: PRACTICAL CASE 2. The Process: Practical Aspects CAAs: France: Registration; Maintenance; Airworthiness & Flight Permit. Sudan: Aircraft on its territory and out of control. Lebanon: No more implication. Carrier bankrupt and ceased operations. Overview Aircraft Situation: No Maintenance; No Airworthiness; No storage. Recovery requires DGAC Approval; Return to Service Work Package; Manufacturer Support: Flight Condition Deviation (FCD); Maintenance: Deported Certificate

25 A REPO IN SUDAN: PRACTICAL CASE 2. The Process: The Authorities French DGAC: Flight Permit; Overview Requirements: Work Package compliance; Flight Conditions Deviation Maintenance Deported Certificate

26 A REPO IN SUDAN: PRACTICAL CASE 2. The Process: Manufacturer and FCD Overview Approve return to Service Work Package based upon: Aircraft Status; Overdue Tasks as per MPD revision; Aircraft Situation and location (Aircraft inspection). Use of FCD: Airworthiness & Ops: Flight Permit; Maintenance: Deported Certificate

27 A REPO IN SUDAN: PRACTICAL CASE 2. The Process: Maintenance Provider Authorities: Overview Request Deported Certificate based upon FCD; Request Approval from the local Authority to perform third party services in Sudan on the designated Airport; Perform Customs application to imports toolings and parts. Services: Limited to return to Service WP as set up by contracted CAMO and based upon FCD; Issue the CRS. Maintenance + Airworthiness: FLIGHT PERMIT

28 A REPO IN SUDAN: PRACTICAL CASE 2. The Process: Flight Permit WP from approved CAMO. Overview CRS from Part145. FCD issued by Aircraft manufacturer part 21. Part M/G Part 145 Part 21 FLIGHT PERMIT

29 THE MECANISM : FLIGHT PERMIT Part M Part 21 Authority Part 145 FLIGHT PERMIT / FERRY BACK TO SECURED LOCATION

30 REPO : KEYS Outsourcing Repossession Coordination Airworthiness Management Shadow Management Maintenance Relations with Authorities Relations with Lessee Relations with Airports

31 REPO : KEYS ENSURE Confidentiality Assets Legally Process Compliant Experienced Partners

32 REPO : KEYS VALUE Time Constraints Costs Asset Depreciation

33 Conclusion : How to securize assets? Lessee Supervision First Rank Registry Securized Asset Financial Securities Cape Town

34 TO REPOSSESS IN A REGION OF CONFLICT Ensure: cooperation & support with government(s) and the related agencies Neutrality towards the local context Compliance with the international decisions Adapted Team and Tailored Set Up