We could not find any results for:
Make sure your spelling is correct or try broadening your search.
Share Name | Share Symbol | Market | Type |
---|---|---|---|
AerSale Corporation | NASDAQ:ASLE | NASDAQ | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 7.55 | 5.55 | 8.38 | 0 | 09:44:26 |
|
Delaware
(State or other jurisdiction of
incorporation or organization) |
| |
82-3976002
(I.R.S. Employer
Identification No.) |
|
|
Paul F. Kukish
Stelios G. Saffos John J. Slater Latham & Watkins LLP 1271 Avenue of the Americas New York, New York 10020 (212) 906-1200 |
| |
Martin Garmendia
Chief Financial Officer AerSale Corporation 255 Alhambra Plaza, Suite 435 Coral Gables, FL 33134 (305) 764-3200 |
|
| Large accelerated filer | | | ☐ | | | Accelerated filer | | | ☒ | |
| Non-accelerated filer | | | ☐ | | | Smaller reporting company | | | ☒ | |
| | | | | | | Emerging growth company | | | ☒ | |
| | |
Page
|
| |||
| | | | ii | | | |
| | | | iii | | | |
| | | | iv | | | |
| | | | iv | | | |
| | | | 1 | | | |
| | | | 2 | | | |
| | | | 3 | | | |
| | | | 4 | | | |
| | | | 5 | | | |
| | | | 6 | | | |
| | | | 11 | | | |
| | | | 13 | | | |
| | | | 13 | | |
Name of Selling Stockholder
|
| |
Common
Stock Beneficially Owned Prior to Offering |
| |
Number of
Shares of Common Stock Being Offered(1) |
| |
Common Stock
Beneficially Owned After the Offered Shares of Common Stock are Sold |
| |||||||||||||||
|
Number
|
| |
Percent
|
| ||||||||||||||||||||
Entities affiliated with Leonard Green & Partners, L.P(2)
|
| | | | 9,569,821 | | | | | | 9,545,554 | | | | | | 24,267 | | | | | | — | | |
Total Shares
|
| | | | 9,569,821 | | | | | | 9,545,554 | | | | | | 24,267 | | | | | | — | | |
| | |
Amount
|
| |||
SEC registration fee
|
| | | $ | 16,709.84 | | |
Legal fees and expenses
|
| | | $ | 25,000.00 | | |
Accounting fees and expenses
|
| | | $ | 7,500.00 | | |
Miscellaneous
|
| | | $ | — | | |
Total
|
| | | $ | 49,209.84 | | |
|
SIGNATURE
|
| |
TITLE
|
| |
DATE
|
|
|
/s/ Nicolas Finazzo
Nicolas Finazzo
|
| |
Chairman, Chief Executive Officer and
Director (principal executive officers) |
| |
January 5, 2024
|
|
|
/s/ Martin Garmendia
Martin Garmendia
|
| |
Chief Financial Officer
(principal financial and accounting officer) |
| |
January 5, 2024
|
|
|
/s/ Robert B. Nichols
Robert B. Nichols
|
| |
Director
|
| |
January 5, 2024
|
|
|
/s/ Peter Nolan
Peter Nolan
|
| |
Director
|
| |
January 5, 2024
|
|
|
/s/ Jonathan Seiffer
Jonathan Seiffer
|
| |
Director
|
| |
January 5, 2024
|
|
|
/s/ Richard J. Townsend
Richard J. Townsend
|
| |
Director
|
| |
January 5, 2024
|
|
|
/s/ C. Robert Kehler
General C. Robert Kehler
|
| |
Director
|
| |
January 5, 2024
|
|
|
/s/ Judith A. Fedder
Lt. General Judith A. Fedder
|
| |
Director
|
| |
January 5, 2024
|
|
|
/s/ Andrew Levy
/s/ Andrew Levy
|
| |
Director
|
| |
January 5, 2024
|
|
Exhibit 5.1
1271 Avenue of the Americas | ||
New York, New York 10020-1401 | ||
Tel: +1.212.906.1200 Fax: +1.212.751.4864 | ||
www.lw.com | ||
|
FIRM / AFFILIATE OFFICES | |
Austin | Milan | |
Beijing | Munich | |
Boston | New York | |
Brussels | Orange County | |
Century City | Paris | |
Chicago | Riyadh | |
January 5, 2024 | Dubai | San Diego |
Düsseldorf | San Francisco | |
Frankfurt | Seoul | |
Hamburg | Silicon Valley | |
Hong Kong | Singapore | |
AerSale Corporation | Houston | Tel Aviv |
255 Alhambra Plaza, Suite 435 | London | Tokyo |
Coral Gables, FL 33134 | Los Angeles | Washington, D.C. |
Madrid |
Re: Registration Statement on Form S-3
To the addressees set forth above:
We have acted as special counsel to AerSale Corporation, a Delaware corporation (the “Company”), in connection with its filing on the date hereof with the Securities and Exchange Commission (the “Commission”) of a registration statement on Form S-3 (as amended, the “Registration Statement”), including a base prospectus (the “Base Prospectus”), which provides that it will be supplemented by one or more prospectus supplements (each such prospectus supplement, together with the Base Prospectus, a “Prospectus”), under the Securities Act of 1933, as amended (the “Act”), relating to the registration of up to 9,545,554 shares of the Company’s common stock, $0.0001 par value per share, to be resold from time to time by certain securityholders of the Company (the “Shares”).
This opinion is being furnished in connection with the requirements of Item 601(b)(5) of Regulation S-K under the Act, and no opinion is expressed herein as to any matter pertaining to the contents of the Registration Statement or related Prospectus, other than as expressly stated herein with respect to the issue of the Shares.
As such counsel, we have examined such matters of fact and questions of law as we have considered appropriate for purposes of this letter. With your consent, we have relied upon certificates and other assurances of officers of the Company and others as to factual matters without having independently verified such factual matters. We are opining herein as to General Corporation Law of the State of Delaware and we express no opinion with respect to any other laws.
Subject to the foregoing and the other matters set forth herein, it is our opinion that, as of the date hereof the Shares have been duly authorized by all necessary corporate action of the Company and are validly issued, fully paid and nonassessable.
January 5, 2024
Page 2
This opinion is for your benefit in connection with the Registration Statement and may be relied upon by you and by persons entitled to rely upon it pursuant to the applicable provisions of the Act. We consent to your filing this opinion as an exhibit to the Registration Statement and to the reference to our firm in the Prospectus under the heading “Legal Matters.” In giving such consent, we do not thereby admit that we are in the category of persons whose consent is required under Section 7 of the Act or the rules and regulations of the Commission thereunder.
Sincerely, | |
/s/ Latham & Watkins LLP |
Exhibit 23.2
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
We have issued our report dated March 7, 2023, with respect to the consolidated financial statements of AerSale Corporation included in the Annual Report on Form 10-K for the year ended December 31, 2022, which is incorporated by reference in this Registration Statement. We consent to the incorporation by reference of the aforementioned report in this Registration Statement, and to the use of our name as it appears under the caption “Experts.”
Miami, Florida
January 5, 2024
EX-FILING FEES
Calculation of Filing Fee Tables
Form S-3
(Form Type)
AerSale Corporation
(Exact Name of Registrant as Specified in its Charter)
Table 1: Newly Registered and Carry Forward Securities
Security Type |
Security Class Title |
Fee Calculation or Carry Forward Rule |
Amount Registered |
Proposed Maximum Offering Price per Unit |
Maximum Aggregate Offering Price(1) |
Fee Rate | Amount
of Registration Fee |
|||||||||||||||||||||
Newly Registered Securities | ||||||||||||||||||||||||||||
Fees to be Paid | Equity | Common stock, par value $0.0001 per share | 457 | (c) | 9,545,554 | $ | 11.86 | (2) | $ | 113,210,270.44 | 0.00014760 | $ | 16,709.84 | |||||||||||||||
Total Offering Amounts | $ | 113,210,270.44 | $ | 16,709.84 | ||||||||||||||||||||||||
Total Fees Previously Paid | — | — | ||||||||||||||||||||||||||
Total Fee Offsets | — | — | ||||||||||||||||||||||||||
Net Fee Due | $ | 16,709.84 |
(1) | Shares of common stock registered for pursuant to this registration statement are shares which are to be offered by the selling stockholders named herein. In the event of a stock split, stock dividend or recapitalization involving the common stock, the number of shares registered shall automatically be adjusted to cover the additional shares of common stock issuable pursuant to Rule 416 under the Securities Act. |
(2) | Estimated pursuant to Rule 457(c) under the Securities Act of 1933, as amended, solely for purposes of calculating the amount of registration fee, based on the average of the high and low prices as reported on the Nasdaq Global Market on January 4, 2024. |
1 Year AerSale Chart |
1 Month AerSale Chart |
It looks like you are not logged in. Click the button below to log in and keep track of your recent history.
Support: +44 (0) 203 8794 460 | support@advfn.com
By accessing the services available at ADVFN you are agreeing to be bound by ADVFN's Terms & Conditions