Bohai acquisition of Avolon yields big return to IPO investors
The sale of Irish aircraft leasing company Avolon to China's Bohai Leasing created the world's 4th largest leasing platform.
The International Financial Services: Aviation Finance award goes to Bohai Leasing's acquisition of Avolon. Bohai Leasing Co. Ltd. acquired Avolon in a $7.6 billion deal which positioned Bohai's parent company, HNA Group, as the world’s fourth largest aircraft leasing platform.
 

The deal delivered a 55 per cent return to shareholders who invested in Avolon's IPO in December 2014, a return exceeding all global market indices by a multiple.

Following an initial approach seeking to acquire a strategic 20 per cent interest in Avolon, Bohai Leasing quickly agreed an all cash offer at a price of US$31 per common share for all issued common shares. Bohai Leasing is the only listed leasing company on the Chinese A-Share stock market. A global leader in aircraft and shipping container leasing, it is majority owned by HNA Group, a Fortune 500 company.

The deal was concluded just nine months after Avolon’s Finance Dublin award winning IPO on the NYSE.
[L-R] Walkers' Garry Ferguson; Ailís Garvey and Jonathan Sheehan.
[L-R] Walkers' Garry Ferguson; Ailís Garvey and Jonathan Sheehan. (click to enlarge)

The $7.6 billion valuation placed on Avolon - just five years after the company's formation - represents exceptionally rapid and substantial value creation and demonstrates the ability of its management team to build a business of true scale.

Furthermore, the deal was achieved against a backdrop of volatile global market conditions. Over the nine month period in which Avolon delivered a 55 per cent return to its shareholders, global equity markets showed modest growth and best, and the share prices of Avolon's listed peers, ranging between -2 per cent and +11 per cent, averaged +3 per cent over the same period.

The deal is also strategically important because it positions Avolon, Bohai, and their parent HNA Group, as the world’s fourth largest aircraft leasing platform with a fleet of over 400 aircraft. It is now the core leasing brand for the group, assuming management of Bohai subsidiary HKAC’s business.
Including HKAC's fleet, Avolon’s pro-forma fleet at December 31, 2015, comprised 418 aircraft, serving 67 customers in 37 countries. The transaction is strategically important for Avolon and has been regarded as one of the industry’s game changing mergers. As part of Bohai Leasing, and the wider HNA Group, Avolon’s profile, positioning and relationships in the rapidly growing Chinese aviation market are significantly strengthened.

It also means that Avolon is now part of group with extensive interests in the aviation sector globally. These include substantial stakes in 20 Chinese airlines and carriers in Brazil, France, Portugal, South Africa and Turkey; stakes in nine Chinese airports (plans for more further afield); and which owns the large European MRO, Technic and Swissport, the world’s leading provider of ground and cargo handling services with a presence at over 270 airports in 48 countries on five continents.
In the <i>Finance Dublin</i> Deals of the Year Awards 2015 Avolon's IPO was award Aviation Finance Deal of the Year. Just over 12 months later the lessor was taken private by China's Bohai Leasing. [L-R] Andy Cronin, CFO, Avolon; John Higgins, president and chief commercial officer, Avolon; Dómhnal Slattery, CEO, Avolon and Tom Ashe, chief operating officer and head of risk at Avolon receiving their 2015 award.
In the Finance Dublin Deals of the Year Awards 2015 Avolon's IPO was award Aviation Finance Deal of the Year. Just over 12 months later the lessor was taken private by China's Bohai Leasing. [L-R] Andy Cronin, CFO, Avolon; John Higgins, president and chief commercial officer, Avolon; Dómhnal Slattery, CEO, Avolon and Tom Ashe, chief operating officer and head of risk at Avolon receiving their 2015 award.

Maples & Calder, which provided legal advice on the transaction, noted that it was undertaken by way of a merger of Avolon Holdings Ltd, the Cayman incorporate, Irish resident, NYSE listed holding company of the Avolon group, with a wholly owned subsidiary of Bohai.

Walkers Cayman and Walkers Ireland advised Bohai Leasing. According to Jonathan Sheehan a partner in the latter firm, 'By any standards this deal was of significant value in the aircraft finance sector and in M&A generally, being one of the largest M&A deals in Ireland for 2015 and representing one of the largest Chinese acquisitions in the aircraft leasing market in a decade. The deal endorses the marketing leading position of Ireland as a global hub for aircraft leasing, with Avolon remaining headquartered in Dublin. It also demonstrates the significant influence of Chinese and of Asian investors generally in the aircraft finance market.'

Sheehan says the transaction required careful coordination among legal, regulatory and tax advisors across a number of jurisdictions in order to address the complexities involved in dealing with entities in multiple jurisdictions. Furthermore, because Avolon Holdings was listed on the NYSE and taken private using the Cayman Islands merger rules, the transaction required the special resolution approval of all shareholders.

The deal was also subject to the requirements of the Shanghai Stock Exchange which added to the complexity of the transaction. That exchange required legal opinions for well over 100 entities in more than five jurisdictions in a very short time frame. Sheehan says Walkers was able to issue the vast majority of these opinions and able to coordinate with international and local counsel in all other necessary jurisdictions through its own international network of offices.

Other advisers included Sidley Austin to Bohai; Weil, Gotshal & Manges and FTI Consulting to Avolon and KPMG. The arrangers were Bravia Capital (Bohai); J.P Morgan and Morgan Stanley & Co. (Avolon).
This article appeared in the April 2016 edition.