We are advising SMBC Aviation Capital as one of the investors in a newly formed entity that is acquiring Air Lease

Davis Polk is advising SMBC Aviation Capital on its acquisition, alongside Sumitomo Corporation, Apollo and Brookfield Asset Management, of Air Lease Corporation. Under the terms of the agreement, Air Lease common stockholders will receive $65.00 per share in cash, representing a total valuation of approximately $7.4 billion, or approximately $28.2 billion including debt obligations to be assumed or refinanced net of cash. The transaction is subject to customary closing conditions, including approval by Air Lease’s common stockholders and receipt of certain regulatory approvals, and is expected to close in the first half of 2026. Upon closing, Air Lease will be renamed Sumisho Air Lease, a newly established entity. 

SMBC Aviation Capital is a leading aircraft lessor globally by number of aircraft. It is owned by Sumitomo Mitsui Banking Corporation (SMBC) and Sumitomo Mitsui Financial Leasing, a joint venture between Sumitomo Mitsui Financial Group and Sumitomo Corporation. SMBC Aviation Capital has a high-quality global airline customer base with a portfolio that is 87% narrow-body aircraft and 73% new technology aircraft by net book value. 

Sumitomo is an integrated trading and business investment company with a strong global network comprising 127 offices in 64 countries and regions. The Sumitomo Corporation Group consists of approximately 500 companies and 80,000 employees on a consolidated basis. 

Apollo is a high-growth, global alternative asset manager. As of June 30, 2025, Apollo had approximately $840 billion of assets under management. 

Brookfield Asset Management is a leading global alternative asset manager, headquartered in New York, with over $1 trillion of assets under management. 

Launched in 2010, Air Lease (ALC) is an aircraft leasing company based in Los Angeles, California, that has airline customers throughout the world. ALC and its team of dedicated and experienced professionals are principally engaged in purchasing commercial aircraft and leasing them to ALC’s airline partners worldwide through customized aircraft leasing and financing solutions. 

The Davis Polk financial institutions M&A team includes partners William H. Aaronson, Luigi L. De Ghenghi, Lee Hochbaum and Eric McLaughlin and counsel Alon Benjamin Harish and Ajay B. Lele. Partner Jack Orford is providing sponsor finance advice. Partner Pritesh P. Shah and counsel Yana Kipnis are providing IP and commercial transactions advice. Partner Jennifer S. Conway and counsel Joseph S. Brown are providing executive compensation advice. All members of the Davis Polk team are based in the New York office.

 

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