XML 29 R12.htm IDEA: XBRL DOCUMENT
v3.8.0.1

Notes Payable | 9 Months Ended
--- | ---
Sep. 30, 2017
Notes Payable |
Notes Payable | 4. Notes Payable Notes payable consisted of the following:
|  | September 30, |  | December 31, |
|  | 2017 |  | 2016 |
|  | (in thousands) |
Credit facility at a floating rate of interest of LIBOR plus 2.75%, secured by engines. The facility has a committed amount of $890.0 million at June 30, 2017, which revolves until the maturity date of April 2021. |  | $ | 328,700 |  | $ | 608,000 |
WEST II Series 2012-A term notes payable at a fixed rate of interest of 5.50%, maturing in September 2037. Secured by engines. |  |  | 264,187 |  |  | 279,541 |
WEST III Series A 2017-1 term notes payable at a fixed rate of interest of 4.69%, maturing in August 2042. Secured by engines. |  |  | 292,599 |  |  | — |
WEST III Series B 2017-1 term notes payable at a fixed rate of interest of 6.36%, maturing in August 2042. Secured by engines. |  |  | 41,843 |  |  | — |
Note payable at fixed interest rates ranging from 2.60% to 2.97%, maturing in July 2024. Secured by an aircraft. |  |  | 13,158 |  |  | 14,453 |
Note payable at a variable interest rate of LIBOR plus 2.25%, maturing in January 2018. Secured by engines. |  |  | 10,679 |  |  | 11,709 |
Notes payable |  |  | 951,166 |  |  | 913,703 |
Less: unamortized debt issuance costs |  |  | (19,034) |  |  | (13,448) |
Total notes payable |  | $ | 932,132 |  | $ | 900,255 |
We maintain a revolving credit facility to finance the acquisition of aircraft engines for lease as well as for general working capital purposes. On April 20, 2016 we entered into a Third Amended and Restated Credit Agreement which increased the revolving credit facility to $890.0 million from $700.0 million and extended the term to April 2021. This $890 million revolving credit facility has an accordion feature which would expand the entire credit facility to $1 billion. The initial interest rate on the facility is LIBOR plus 2.75%. The interest rate is adjusted quarterly, based on the Company’s leverage ratio, as calculated under the terms of the revolving credit facility. On August 4, 2017, we closed an asset-backed securitization (“ABS”) through a newly-created, bankruptcy-remote, Delaware statutory trust, Willis Engine Structured Trust III (“WEST III” or “the Notes”), of which the Company is the sole beneficiary. The Notes were issued in two series, with the Series A Notes issued in an aggregate principal amount of $293.7M and the Series B Notes in an aggregate principal amount of $42.0M. The Notes are secured by a portfolio of 56 engines from the revolving credit facility. We used these funds, net of transaction expenses, to pay off part of our revolving credit facility totaling $328.7 million. The assets and liabilities of WEST III will remain on the Company’s balance sheet. A portfolio of 56 commercial jet aircraft engines and leases thereof secures the obligations of WEST III under the ABS. The Notes have a scheduled amortization and are payable solely from revenue received by WEST III from the engines and the engine leases, after payment of certain expenses of WEST III. Series A Notes bear interest at a fixed rate of 4.69% per annum and Series B Notes bear interest at a fixed rate of 6.36% per annum. The Notes may be accelerated upon the occurrence of certain events, including the failure to pay interest for five business days after the due date thereof. The Notes are expected to be paid in 10 years. The legal final maturity of the Notes is August 15, 2042. In connection with the transactions described above, the Company entered into a Servicing Agreement and Administrative Agency Agreement with WEST III to provide certain engine, lease management and reporting functions for WEST III in return for fees based on a percentage of collected lease revenues and asset sales. Because WEST III is consolidated for financial statement reporting purposes, all fees eliminate upon consolidation. At September 30, 2017, $334.4 million of WEST III term notes were outstanding. The assets of WEST III are not available to satisfy our or our affiliates’ obligations other than the obligations specific to WEST III. WEST III is consolidated for financial statement presentation purposes. WEST III’s ability to make distributions and pay dividends to the Company is subject to the prior payments of its debt and other obligations and WEST III’s maintenance of adequate reserves and capital. Under WEST III, cash is collected in a restricted account, which is used to service the debt and any remaining amounts, after debt service and defined expenses, are distributed to the Company. Additionally, a portion of maintenance reserve payments and lease security deposits are formulaically accumulated in restricted accounts and are available to fund future maintenance events and to secure lease payments, respectively. Minimum maintenance reserve payments and security deposits of $5.0 million and $1.0 million, respectively, are held in restricted cash accounts. For further information on our debt instruments, see the "Notes Payable" note in Part II, Item 8 of our Annual Report on Form 10-K for the year ended December 31, 2016. The following is a summary of the aggregate maturities of our long-term debt at September 30, 2017:
Year |  | (in thousands)
2017 |  | $ | 9,722
2018 |  |  | 48,401
2019 |  |  | 38,537
2020 |  |  | 38,137
2021 |  |  | 367,074
Thereafter |  |  | 449,295
|  | $ | 951,166

X
- References No definition available. + Details
Name: | us-gaap_DebtDisclosureAbstract
Namespace Prefix: | us-gaap_
Data Type: | xbrli:stringItemType
Balance Type: | na
Period Type: | duration

X
- Definition The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants. + References Reference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 505 -SubTopic 10 -Section 50 -Paragraph 3 -URI http://asc.fasb.org/extlink&oid=6928386&loc=d3e21475-112644 Reference 2: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 210 -SubTopic 10 -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02.19,20,22) -URI http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682 + Details
Name: | us-gaap_DebtDisclosureTextBlock
Namespace Prefix: | us-gaap_
Data Type: | nonnum:textBlockItemType
Balance Type: | na
Period Type: | duration