Air Lease Corporation’s Class A common stockholders voted to approve the definitive merger agreement on Thursday, December 18, 2025. The vote gave the consortium a majority of the shares needed to complete the transaction and cleared the final shareholder hurdle before regulatory review.
The consortium that will own the new holding company, Sumisho Air Lease Corporation DAC, is led by Sumitomo Corporation and includes SMBC Aviation Capital Limited, Apollo‑managed funds, and Brookfield assets. Air Lease will be acquired for $65 in cash per share, a price that represents a 7 % premium over the all‑time high closing price on August 28, 2025, a 14 % premium over the 30‑day volume‑weighted average, and a 31 % premium over the 12‑month average ending August 29. The deal values Air Lease at approximately $28.2 billion including debt, with an equity value of about $7.4 billion. The transaction is expected to close in the first half of 2026, subject to customary regulatory and shareholder approvals.
Air Lease’s management framed the deal as a transformational step that will create one of the world’s largest aircraft‑leasing firms. CEO John L. Plueger called the approval a “major milestone” and expressed confidence that the consortium’s deep experience in aircraft leasing and capital markets would unlock long‑term value for shareholders. Chairman Steven Udvar‑Hazy highlighted the immediate premium value and the certainty of a cash transaction, underscoring the strategic fit between Air Lease’s portfolio and the consortium’s global reach.
Financially, Air Lease reported a Q3 2025 earnings per share of $1.29, beating the consensus estimate of $1.16 by $0.13 (a 11 % beat). Revenue for the quarter was $725.39 million, slightly below the $744.59 million estimate, reflecting a modest shortfall in certain leasing segments. The trailing‑12‑month EPS as of September 30, 2025, stood at $8.63, indicating solid profitability. The earnings beat was driven by disciplined cost management and a favorable mix of high‑margin leases, while the revenue miss was largely attributable to a temporary dip in demand for older aircraft models.
The stock had been trading near its 52‑week high in the weeks leading up to the vote, reflecting investor confidence that the $65‑per‑share offer had been priced into the market. Management’s positive outlook and the consortium’s strong financial backing reinforced the perception that the transaction would deliver a premium exit for shareholders while positioning the new entity for growth in a supply‑constrained aviation market.
The merger will transition Air Lease from a publicly traded company to a privately held entity under Sumisho Air Lease Corporation DAC. The order book is expected to transfer to SMBC Aviation Capital, which will serve as the servicer for the new portfolio. The deal is anticipated to enhance the new company’s credit profile, broaden its aircraft mix, and provide greater flexibility to invest in next‑generation aircraft, thereby strengthening its competitive position in the global leasing market.
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