What changed in this filing

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Item 5. Other Information

2021-10-13 compared with 2021-07-14 · 54 added, 8 removed, 31 unchanged (67% of the section changed)

OTHER INFORMATION

Environmental, Social and Governance

We believe that our commitment to identifying and implementing positive environmental and social related business practices strengthens our Company, and better serves our customers, our communities and the broader environment within which we conduct our business.

Our Commitment to Environmental Sustainability

Many nations have set ambitious targets towards the ultimate the goal of curbing the adverse effects of climate change.

These targets are most often created by way of political or economic unions and can be accompanied by legally binding international treaties.

Global aviation has been identified as an essential player in the advancement of these environmental goals, and our Company’s long-term strategic plan takes these rapidly developing initiatives into consideration when we evaluate the technology behind the aircraft we target for investment.

The Company believes the operations of our customers could be affected by the potential impacts of both climate change and sustainability targets and initiatives aimed at curbing its effect.

For example, the European Union (the “E.U.”) adopted a proposal that sets an intermediate target to reduce its greenhouse gas emissions by 55% by the year 2030.

In July of 2021, the E.U.

also drafted a proposal that would impose a minimum tax on energy products supplied as aircraft fuel for flights within the E.U.

In another example, Sweden proposed takeoff and landing fees on certain aircraft types to encourage more energy-efficiency.

For these ambitious measures to reach implementation, a wide political and administrative consensus would likely need to be achieved.

The Company is committed to monitoring such developments over the long term.

Due to the inherent complexities of jet aircraft, decarbonizing aviation requires more radical new technology as compared to other modes of transportation.

Sustainable aviation fuels (“SAFs”) provide the most readily available means for airline operators to reduce their carbon emissions while using existing technology.

Several of the Company’s customers are current users or developers of SAFs, and the Company encourages such efforts.

As of August 31, 2021, we had 109 employees.

None of our employees are covered by a collective bargaining agreement, and we believe that we maintain excellent employee relations.

In addition, we believe that our commitment to our employees is critical to our continued success, leading to high employee satisfaction and low employee turnover.

To facilitate talent attraction and retention, we strive to have a diverse, inclusive and safe workplace, with opportunities for our employees to grow and develop in their careers, supported by strong compensation, benefits and health and wellness programs, and by programs that build connections between our employees and their communities.

Each year, we review employee career development and succession planning internally and with our Compensation Committee.

As the COVID-19 pandemic continues to be a focus of concern, the physical and mental health and safety of our employees, customers and business partners remain the highest priority for us, and we continue to maintain comprehensive protective measures.

Since March of 2020, we have successfully operated with most of our workforce working remotely.

We expect to start returning to our offices in the near term, although we will continue to monitor trends and local government regulations and guidelines, and may adjust our return to office plans accordingly to ensure the health and safety of our employees.

Our Culture & Governance

Our Company was formed in 2004 on the values of integrity, common decency and respect for others.

These values continue to this day and shared by our employees.

In addition, these values are embodied in our Code of Business Conduct and Ethics, which has been adopted by the Board of Directors of the Company to serve as a statement of principles to guide our decision-making and reinforce our commitment to these values in all aspects of our business.

The Company also maintains independent third-party whistle-blower platforms for anonymous reporting of fraud or ethics violations.

Our best-in-class cyber security initiatives protect us through malware detection, cloud penetration testing, threat hunting and incident responsiveness.

We believe that our commitment to our Company, our employees and the communities in which we operate has led to high employee satisfaction and low employee turnover, as discussed above, and our commitment to our customers and business partners has resulted in high customer satisfaction, as evidenced by long-time relationships with our customers and new/repeat transactions with our business partners.

Description of Exhibit

6 unchanged sentences

4.2 Indenture, dated as of December 5, 2013, by and between Aircastle Limited and Wells Fargo Bank, National Association, as trustee (incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K filed on December 6, 2013).

4.3 Third Supplemental Indenture, dated as of January 15, 2015, by and between Aircastle Limited and Wells Fargo Bank, National Association, as trustee (incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K filed on January 15, 2015).

4.3 Fourth Supplemental Indenture, dated as of March 24, 2016, by and between Aircastle Limited and Wells Fargo Bank, National Association, as trustee (incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K filed on March 24, 2016).

6 unchanged sentences

and Computershare Trust Company, N.A., acting jointly as depositary, and the holders from time to time of depositary receipts issued thereunder (incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K filed on June 8, 2021).

10.1 Amendment No.

9 to Purchase Agreement COM0270-15, dated as of August 28, 2020, by and between Aircastle Holding Corporation and Embraer S.A.

10.2 Amendment No.

10 to Purchase Agreement COM0270-15, dated as of September 18, 2020, by and between Aircastle Holding Corporation and Embraer S.A.

10.3 Notice and Consent COM0439-19, dated as of September 18, 2020, between Aircastle Holding Corporation, Embraer S.A.

and Yaborã Indústria Aeronáutics S.A.

10.4 Amendment No.

11 to Purchase Agreement COM0270-15, dated as of December 4, 2020, by and between Aircastle Holding Corporation and Yaborã Indústria Aeronáutics S.A.

10.5 Amendment No.

6 to Letter Agreement COM0270-15, dated as of December 4, 2020, by and between Aircastle Holding Corporation and Yaborã Indústria Aeronáutics S.A.

10.6 Amendment No.

12 to Purchase Agreement COM0270-15, dated as of June 2, 2021, between Aircastle Holding Corporation, Embraer S.A.

and Yaborã Indústria Aeronáutics S.A.

31.1 Certification by the Chief Executive Officer pursuant to Section 302 of the Sarbanes Oxley Act of 2002.

Description of Exhibit

31.2 Certification by the Chief Financial Officer pursuant to Section 302 of the Sarbanes Oxley Act of 2002.

3 unchanged sentences

Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

101 The following materials from the Company’s Quarterly Report on Form 10-Q for the quarter ended May 31, 2021, formatted in iXBRL (Inline eXtensible Business Reporting Language):

(i) Consolidated Balance Sheets as of May 31, 2021, and February 28, 2021;

(ii) Consolidated Statements of Loss and Comprehensive Loss for the three months ended May 31, 2021 and 2020;

(iii) Consolidated Statements of Cash Flows for the three months ended May 31, 2021 and 2020;

(iv) Consolidated Statements of Changes in Shareholders’ Equity for the three months ended May 31, 2021 and 2020;

101 The following materials from the Company’s Quarterly Report on Form 10-Q for the quarter ended August 31, 2021, formatted in iXBRL (Inline eXtensible Business Reporting Language):

(i) Consolidated Balance Sheets as of August 31, 2021 and February 28, 2021;

(ii) Consolidated Statements of Loss and Comprehensive Loss for the three and six months ended August 31, 2021 and 2020;

(iii) Consolidated Statements of Cash Flows for the six months ended August 31, 2021 and 2020;

(iv) Consolidated Statements of Changes in Shareholders’ Equity for the three and six months ended August 31, 2021 and 2020;

and (v) Notes to Unaudited Consolidated Financial Statements.*

Description of Exhibit

104 Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.

2 unchanged sentences

The Company undertakes to furnish supplemental copies of any of the omitted schedules to the SEC upon request.

ØØ Portions of this exhibit have been omitted pursuant to Item 601(b)(10)(iv) of Regulation S-K.

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

July 14, 2021

October 13, 2021

AIRCASTLE LIMITED

/s/ Dane Silverman

Dane Silverman

Chief Accounting Officer and Authorized Officer

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 5. Other Information