School of Aviation Finance. Capital Markets & Financing. Justine B Fisher, High Yield Research, Goldman Sachs

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1 School of Aviation Finance Capital Markets & Financing Justine B Fisher, High Yield Research, Goldman Sachs

2 The Goldman Sachs Group, Inc. Goldman Sachs Research Airline and Lessor fleet financing January 2016 Justine Fisher Goldman, Sachs & Co Investors should consider this report as only a single factor in making their investment decision. For Reg AC certification and other important disclosures, see the Disclosure Appendix, or go to This research discusses Rule 144a securities, which generally are available only to Qualified Institutional Buyers.

3 Trends in airline fleet financing

4 US airline orderbooks are substantial $ in millions Delta United American Southwest JetBlue Spirit Allegiant 2016 $1,950 $3,000 $4,568 $1,200 $630 $592 $ $2,370 $2,300 $4,787 $1,200 $645 $767 $ $2,270 $2,300 $2,930 $1,000 $525 $ $1,090 $3,100 $3,169 $1,100 $935 $ Thereafter $4,901 $10,700 $7,163 $5,700 $3,500 $1, TOTAL $12,581 $21,400 $22,617 $10,200 $6,235 $4,197 $192 Aircraft on order 54 x ER 35 x A x A x 737 NG 25 x A x A x A x A x 737NG/MAX 100 x A320neo 200 x 737 MAX 25 x A320neo 40 x A320neo 5 x A x A neo 10 x ER 22 x A350 XWB 45 x A321neo 27 x A x A x 787-8/9/10 45 x x E x A321neo 18 x B x E x 737 MAX 3 x ER 31 x x CRJ x ERJ175 Source: Company data Goldman Sachs Global Investment Research 4

5 EETCs still the main source of fleet financing for US airlines We expect Southwest to fund its deliveries with cash For remaining US airlines, we forecast 65% LTV financing for aircraft We expect ~$8 billion of EETC issuance from the major US carriers in ,000 10,000 8,000 6,000 4,000 2,000 0 IG EETC/Aircraft Leasing Issuance E Historical Supply Estimated Supply $ in millions EETC ISSUANCE 2016 Capex Debt to fund capex IG-Rated Notional (assume 65% LTV) (assume 85% of total) United $3,000 $1,950 $1,658 Delta $1,950 $1,268 $1,077 American $4,568 $2,969 $2,524 Southwest $1,200 $0 $0 JetBlue $630 $410 $348 Air Canada $2,550 $1,658 $1,409 Other Carriers $750 Total $8,254 $7,766 Source: Company reports, Goldman Sachs Global Investment Research Goldman Sachs Global Investment Research 5

6 A look at 2015 issuance: AA/A structure was the main trend $3.8 billion of EETCs were issued in 2015 out of the US airlines The key innovation of the year was the AA/A structure; likely created to slightly reduce the all-in cost of capital for the A tranche DELTA UNITED AMERICAN AMERICAN SPIRIT TURKISH AIR CANADA Total size ,214 1, ,031 Aircraft 15 x ER 6 x ER 8 x A319 3 x A x A321 3 x ER 2 x ER 4 x x x A321 3 x A320 3 x x x x ER 1 x ER 9 x E x AA tranche Rating Aa3/AA Aa3/AA Aa3/AA A Coupon LTV 50% 41% 42% 41% Maturity 7/30/ /1/2027 9/22/2027 3/15/2027 A tranche Rating A1/A+ A2/A A A2/A A A2/BBB+ BBB Coupon LTV 62% 53% 57% 60% 57% 67% 58% Maturity 7/30/ /1/2022 5/1/2027 9/22/2027 4/1/2028 3/15/2027 3/15/2023 B tranche Rating Baa2/BBB BBB+ Baa3/BBB BBB- BB- Coupon LTV 81% 73% 77% 70% 74% Maturity 7/30/2023 5/1/2023 9/22/2023 4/1/2024 3/15/2020 Source: Bloomberg, company reports, Ascend Goldman Sachs Global Investment Research 6

7 EETCs continue to trade well A tranches trade at an average yield of 3.8%; average rating of A2/A B tranches trade at an average yield of 4.9%; average rating of Baa3/BBB- Both A and B tranches continue to trade wide to their respective ratings groups B tranches are now obtaining IG ratings as airline corporate credit ratings Source: Bloomberg, The Yield Book Inc.; Citi Index; compiled by Goldman Sachs Global Investment Research Goldman Sachs Global Investment Research 7

8 Bond markets bifurcated between commodities/noncommodities Headlines on the corporate bond markets have been weak, but it is important to differentiate between energy/commodities and other sectors We expect dispersion in the corporate bond markets to remain high in 2016 Source: iboxx, Goldman Sachs Global Investment Research Goldman Sachs Global Investment Research 8

9 Commercial bank debt still a large source of capital, but some creative sources too Globally, international EETCs have still not grown as much as we thought they might. Turkish Airlines deal was successful, but no follow-on issuers Global airlines continue to utilize the commercial bank debt markets (still around 20% of the market) We have seen Emirates use creative sources of capital such as Japanese operating leases (JOLCOs) and SPVs to finance deliveries Doric entities and AA4Plus are other examples of using creative financing sources We think the value of an A380 has helped make these smaller deals more feasible; commercial bank debt still more efficient for narrowbodies, in our Goldman view Sachs Global Investment Research 9

10 Sale-leaseback market also remains robust Sale-leasebacks are an attractive way to manage currency risk and potentially profit from currency moves Sale-leasebacks also help airlines manage residual risk There is significant capital in the lessor market that is not associated with orderbooks, looking for opportunities Goldman Sachs Global Investment Research 10

11 Trends in aircraft lessor fleet financing

12 Lessor orderbooks (for those that have them) are large Lessors on their way to representing 50% of the global orderbook We focus on lessors that do not source financing from parents (we therefore exclude lessors such as GECAS) Commercial bank market is strong, and that still provides a large percentage of lessor orderbook financing $ in millions Air Lease AerCap Avolon ACG CIT SMBC 2016 $2,547 $3,457 $357 not disclosed $500 not disclosed 2017 $2,180 $4,343 $217 $ $3,491 $4,531 $573 $2, $4,603 $2,750 $1,245 $3,400 Thereafter $17,402 $21,747 $2,640 $2,800 * AER has a 100 Boeing 737 MAX order, which we estimate will generate a ~$ bn financing need Aircraft on order 3 x A x A320/1neo 10 x A x A320neo 50 x A320neo 110 x A320neo 140 x A320neo 28 x A x A320neo 1 x A321neo 37 x 737 MAX 90 x 737 MAX 26 x A330 7 x 737NG 3 x A x 737 MAX 17 x x A x A x 737 MAX 15 x A330neo 9 x x A330neo 29 x x x x x A x 737 MAX 50 E x 737 MAX 10 x A x ER 11 x x 737NG 45 x x A330 7 x ATR Source: Company data, Ascend Goldman Sachs Global Investment Research 12

13 Bond markets still a robust source of capital for lessors Lessor spreads have outperformed HY market spreads over the last two years Ratings have improved in some ways a self-fulfilling prophecy as lessors add unsecured debt Investors have gotten comfortable with the lessor business model, cash flows, and geographic diversity Some lessors have issued bonds in CNY, AUD, SGD 800 Aircraft Lessors: 5-year unsecured cash Z spreads (bps) HY Index FLY AYR AER PACLIF AL Issuer Coupon Size Maturity Security Rating Bid Price Yield Z sprd AYR 5.125% $500 3/15/2021 Unsecured Ba2/BB % 256 AL 3.875% $500 4/1/2021 Unsecured BBB-/A % 185 ACG 6.750% $750 4/6/2021 Unsecured BBB-/BBB % 237 AER (ILFC) 4.625% $500 4/15/2021 Unsecured Ba2/BB+/BB % 228 FLY 6.375% $325 5/15/2021 Unsecured B2/BB % 461 Source: Bloomberg, The Yield Book Inc.; Citi Index; compiled by Goldman Sachs Global Investment Research Goldman Sachs Global Investment Research 13

14 ABS market was a bit shakier at the end of last year, but still open ABS market is not used to finance new deliveries; rather, deals have been done to sell equity or manage debt levels However, ABS can be used to create room on the balance sheet in anticipation of new orders Recent vintage aircraft ABS market has grown notably: ~$1.0 billion total size in 2013, ~$3.0 billion in 2014, ~$4.0 billion in ABS market was a bit shakier in 2015 than it had been in previous years Year-end issues for late 2015 deals Difficult market conditions in the structured debt markets Different structures between deals amortization profiles, covenants, etc. Goldman Sachs Global Investment Research 14

15 ABS comparisons Deal Name Castlelake Aircraft Securitization Emerald Aviation Finance Ltd Goldman Sachs Global Investment Research 15 AABS Ltd RISE Ltd Aldus Aviation (Atlas I Limited) Collateral Detail (At Issue) Aircraft Value $736,530,293 $824,672,337 $933,350,000 $955,857,223 $691,500,000 Number of Aircraft Number of Lessees Wtd. Avg. Age (years) Wtd. Avg. Rem. Lease Term (yrs) Narrowbody Aircraft (%) 42.0% 72.9% 100.0% 91.2% NA Widebody Aircraft (%) 25.0% 20.9% NA 8.8% NA Freight Aircraft (%) NA NA NA NA NA Regional Jets (%) NA 6.2% NA NA 100.0% Turboprop (%) 33.0% NA NA NA NA Lessee Detail (%) Top Lessee Commutair: 11.1% Virgin Atlantic: 12.0% Royal Air Maroc: 16.2% Avianca: 12.9% Royal Air Maroc: 19.5% Second Largest Lessee Brussels: 10.4% American Airlines: 9.8% American Airlines: 10.7% American Airlines: 9.3% Regional: 14.5% Third Largest Lessee Orenair: 9.8% Frontier: 9.4% Saudi Arabian Airlines: 9.3% GoAir: 9.0% Flybe: 13.5% Geographic Concentration (%) Top Country United States: 30.8% United States: 19.2% China: 17.0% China: 17.4% Morocco: 19.5% Second Largest Country Russia: 11.8% United Kingdom: 12.0% United States: 16.6% Indonesia: 15.3% France: 14.3% Third Largest Country Belgium: 10.4% Russia: 8.9% Morocco: 16.2% United States: 13.7% United Kingdom: 13.5% Note Balance Class A $353,535,000 $546,000,000 $557,010,000 $574,352,000 $436,164,000 Class B $162,037,000 $90,210,000 $93,335,000 $95,725,000 $76,156,000 Class C NA NA NA NA $27,693,000 Total $515,572,000 $636,210,000 $650,345,000 $670,077,000 $540,013,000 Initial LTV (%) Class A 48.0% 66.2% 59.7% 60.1% 63.1% Class B 70.0% 77.1% 69.7% 70.1% 74.1% Class C NA NA NA NA 78.1% CUSIPs Bloomberg Ticker CLAST Mtge EAFL Mtge AABS Mtge RISE Mtge ATLSS Mtge Class A GAB XAA3 BCC20W6T6 XAG7572LAB53 XAG0620BAB45 Class A GAC5 NA NA NA NA Class B 14855GAD XAB1 BCC20W6U3 XAG7572LAC37 XAG0620BAC28 Class C NA NA NA NA XAG0620BAD01 Final Maturity Class A-1 2/15/ /15/2038 1/15/2038 2/15/ /15/2039 Class A-2 2/15/2029 NA NA NA NA Class B 2/15/ /15/2038 1/15/2038 2/15/ /15/2039 Class C NA NA NA NA 12/15/2039 Pricing (Bid Level) Class A Class A NA NA NA NA Class B Class C NA NA NA NA Source: Company reports, Kroll Bond Ratings, Bloomberg

16 ABS comparisons (continued) Deal Name Jetscape (Eagle I Limited) Deucalion (AIM Aviation Finance) ECAF I Ltd Diamond Head Aviation Ltd Aircraft Value $513,216,136 $800,924,645 $1,491,280,000 $368,789,508 Number of Aircraft Number of Lessees Wtd. Avg. Age (years) Wtd. Avg. Rem. Lease Term (yrs) Narrowbody Aircraft (%) NA 44.4% 65.5% 59.7% Widebody Aircraft (%) NA 55.6% 34.5% 38.1% Freight Aircraft (%) NA NA NA 2.3% Regional Jets (%) 100.0% NA NA NA Turboprop (%) NA NA NA NA Top Lessee Azul Linhas Aereas: 16.5% Alitalia: 21.4% Singapore Airlines: 14.6% Alitalia: 12.6% Second Largest Lessee Alitalia: 15.9% Singapore Airlines: 21.0% Philippine Airlines: 10.5% Air Canada: 11.7% Third Largest Lessee LOT Polish Airlines: 13.7% Philippine Airlines: 19.7% LATAM Airlines: 10.5% Korean: 10.6% Top Country Brazil: 16.5% Italy: 21.4% Singapore: 16.2% United States: 15.6% Second Largest Country Italy: 15.9% Singapore: 21.0% Turkey: 10.6% Italy: 14.2% Third Largest Country Poland: 13.7% Philippines: 19.7% Philippines: 10.5% Canada: 11.7% Class A $268,500,000 $545,000,000 $1,050,000,000 $199,250,000 Class B $67,250,000 $84,000,000 $160,000,000 $61,500,000 Class C $44,750,000 $38,000,000 NA NA Total $380,500,000 $667,000,000 $1,210,000,000 $260,750,000 Class A 52.3% 68.0% 70.4% 54.0% Class B 65.4% 78.5% 81.1% 70.7% Class C 74.1% 83.3% NA NA Bloomberg Ticker EGLE Mtge DCAL Mtge ECAF A Mtge DHAL Mtge Class A HAA AA EAA VAA7 Class A HAB8 NA 26827EAC9 NA Class B 26971HAC AB EAE VAB5 Class C 26971HAE AC1 NA NA Class A-1 12/15/2039 2/15/2040 6/15/2040 7/14/2028 Class A-2 12/15/2039 NA 6/15/2040 NA Class B 12/15/2039 2/15/2040 6/15/2040 7/14/2028 Class C 12/15/2039 2/15/2040 NA NA Class A Class A NA NA Class B Class C NA NA Source: Company reports, Kroll Bond Ratings, Bloomberg Goldman Sachs Global Investment Research 16

17 Disclosure Appendix January 19, 2016

18 Disclosure Appendix Reg AC I, Justine Fisher, hereby certify that all of the views expressed in this report accurately reflect my personal views about the subject company or companies and its or their securities. I also certify that no part of my compensation was, is or will be, directly or indirectly, related to the specific recommendations or views expressed in this report. Unless otherwise stated, the individuals listed on the cover page of this report are analysts in Goldman Sachs' Global Investment Research division. Disclosures Company-specific regulatory disclosures Compendium report: please see disclosures at Disclosures applicable to the companies included in this compendium can be found in the latest relevant published research. Regulatory disclosures Disclosures required by United States laws and regulations See company-specific regulatory disclosures above for any of the following disclosures required as to companies referred to in this report: manager or co-manager in a pending transaction; 1% or other ownership; compensation for certain services; types of client relationships; managed/comanaged public offerings in prior periods; directorships; for equity securities, market making and/or specialist role. Goldman Sachs usually makes a market in fixed income securities of issuers discussed in this report and usually deals as a principal in these securities. The following are additional required disclosures: Ownership and material conflicts of interest: Goldman Sachs policy prohibits its analysts, professionals reporting to analysts and members of their households from owning securities of any company in the analyst's area of coverage. Analyst compensation: Analysts are paid in part based on the profitability of Goldman Sachs, which includes investment banking revenues. Analyst as officer or director: Goldman Sachs policy prohibits its analysts, persons reporting to analysts or members of their households from serving as an officer, director, advisory board member or employee of any company in the analyst's area of coverage. Non-U.S. Analysts: Non-U.S. analysts may not be associated persons of Goldman, Sachs & Co. and therefore may not be subject to NASD Rule 2711/NYSE Rules 472 restrictions on communications with subject company, public appearances and trading securities held by the analysts. Additional disclosures required under the laws and regulations of jurisdictions other than the United States The following disclosures are those required by the jurisdiction indicated, except to the extent already made above pursuant to United States laws and regulations. Australia: Goldman Sachs Australia Pty Ltd and its affiliates are not authorised deposit-taking institutions (as that term is defined in the Banking Act 1959 (Cth)) in Australia and do not provide banking services, nor carry on a banking business, in Australia. This research, and any access to it, is intended only for "wholesale clients" within the meaning of the Australian Corporations Act, unless otherwise agreed by Goldman Sachs. In producing research reports, members of the Global Investment Research Division of Goldman Sachs Australia may attend site visits and other meetings hosted by the issuers the subject of its research reports. In some instances the costs of such site visits or meetings may be met in part or in whole by the issuers concerned if Goldman Sachs Australia considers it is appropriate and reasonable in the specific circumstances relating to the site visit or meeting. Brazil: Disclosure information in relation to CVM Instruction 483 is available at Where applicable, the Brazil-registered analyst primarily responsible for the content of this research report, as defined in Article 16 of CVM Instruction 483, is the first author named at the beginning of this report, unless indicated otherwise at the end of the text. Canada: Goldman Sachs Canada Inc. is an affiliate of The Goldman Sachs Group Inc. and therefore is included in the company specific disclosures relating to Goldman Sachs Global Investment Research 18

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