AIR LEASE CORP — Capital/Financing Update 2017

Mar 1, 2017

FWP 1 d339832dfwp.htm FWP FWP

Free Writing Prospectus

Filed Pursuant to Rule 433

Registration No. 333-207308

Supplementing the Preliminary Prospectus Supplement dated March 1, 2017 (to Prospectus dated

October 6, 2015)

AIR LEASE CORPORATION

$500,000,000 3.625% Senior Notes due 2027

Pricing Term Sheet

Date: March 1 , 2017

Issuer:	Air Lease Corporation
Security Description:	3.625% Senior Notes due 2027
Principal Amount:	$500,000,000
Net Proceeds (before expenses):	$487,955,000
Maturity Date:	April 1, 2027
Coupon:	3.625%
Issue Price:	98.241% of face amount
Benchmark Treasury:	2.250% due February 15, 2027
Benchmark Treasury Spot / Yield:	98-03 / 2.467%
Spread to Benchmark Treasury:	+137 basis points
Yield to Maturity:	3.837%
Interest Payment Dates:	April 1 and October 1, commencing October 1, 2017 (long first coupon)
Optional Redemption:	We may redeem the Notes at our option, in whole or in part at any time and from time to time, on not less than 30 nor more than 60 days’
notice. On any date prior to January 1, 2027, we may redeem the Notes, at our
option, in whole or in part at a redemption price equal to 100% of the aggregate principal amount of the Notes plus an Applicable Premium, calculated using the applicable Treasury Rate plus 25 basis points, plus accrued and unpaid interest, if any,
to the redemption date. On or after January 1, 2027, we may redeem the Notes, at our option, in whole or in part at a redemption price equal to 100% of the aggregate principal amount of the Notes plus accrued and unpaid interest, if any, to the
redemption date.
Change of Control Repurchase Event:	Puttable at 101% of principal plus accrued and unpaid interest, if any, to the date of purchase.
Use of Proceeds:	We currently intend to use the net proceeds of this offering for general corporate purposes, which may include, among other things, the purchase of commercial aircraft and the repayment of existing indebtedness. Affiliates of the
underwriters may receive a portion of the net proceeds to the extent we use the net proceeds to repay indebtedness under which certain of the underwriters or their affiliates are lenders. Pending any specific application, we may temporarily invest
funds in short-term investments, including marketable securities.
Trade Date:	March 1, 2017
Settlement Date:	T+5; March 8, 2017

CUSIP:	00912XAV6
ISIN:	US00912XAV64
Denominations/Multiples:	$2,000 x $1,000
Joint Book-Running Managers:	BNP Paribas Securities Corp. Citigroup Global Markets Inc. J.P. Morgan Securities LLC RBC Capital Markets, LLC BMO Capital Markets Corp. Commonwealth Bank of Australia Fifth Third Securities, Inc. Goldman, Sachs & Co. ICBC Standard Bank Plc Lloyds Securities Inc. Loop Capital Markets LLC Merrill Lynch, Pierce, Fenner & Smith Incorporated Mizuho Securities USA Inc. MUFG Securities Americas Inc. Santander Investment Securities Inc. SunTrust Robinson Humphrey, Inc. Wells Fargo Securities, LLC

The issuer has filed a registration statement including a prospectus and a prospectus supplement with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus and prospectus supplement in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may obtain these documents for free by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus and the prospectus supplement if you request them by contacting: (i) BNP Paribas Securities Corp. toll free at 1 (800) 854-5674; (ii) Citigroup Global Markets Inc. c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, New York 11717 or by calling at 1 (800) 831-9146; (iii) J.P. Morgan Securities LLC at 383 Madison Ave., New York, New York 10179 or by calling collect at 1 (212) 834-4533; or (iv) RBC Capital Markets, LLC, 200 Vesey Street, 8 th Floor, New York, New York 10281 or by calling 1 (866) 375-6829.

Any disclaimer or other notice that may appear below is not applicable to this communication and should be disregarded. Such disclaimer or notice was automatically generated as a result of this communication being sent by Bloomberg or another email system.

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