Introduction to Aircraft Leasing

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Introduction to Aircraft Leasing
Introduction to Aircraft Leasing

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Introduction to Aircraft Leasing
Contents
1.          Welcome ......................................................................................................................................................................................... 3
2.          Opportunity ..................................................................................................................................................................................... 4
3.          Summary ......................................................................................................................................................................................... 5
4.          Attractive Fundamentals ................................................................................................................................................................. 5
     4.1.         Demand for Aircraft .................................................................................................................................................................. 6
     4.2.         Limited Aircraft Supply ............................................................................................................................................................. 7
     4.3.         Increasing Passenger Load Factor ............................................................................................................................................. 7
     4.4.         Declining Storage Rates ............................................................................................................................................................ 8
5.          Record Aircraft Order Backlog ......................................................................................................................................................... 8
     5.1.         Ageing Aircraft Fleets................................................................................................................................................................ 9
     5.2.         Secure Industry ....................................................................................................................................................................... 10
     5.3.         Increasing Trend Towards Leasing .......................................................................................................................................... 10
     6.      Improving Lease Rates ................................................................................................................................................................. 11
7.          Aircraft Leasing .............................................................................................................................................................................. 12
8.          Aircraft Lease Agreement .............................................................................................................................................................. 12
     8.1.         Lease Duration ........................................................................................................................................................................ 13
     8.2.         Security Deposits .................................................................................................................................................................... 13
     8.3.         Lease Rental ............................................................................................................................................................................ 13
     8.4.         Aircraft Maintenance .............................................................................................................................................................. 13
     8.5.         Maintenance reserves ............................................................................................................................................................ 13
     8.6.         Return Condition .................................................................................................................................................................... 13
9.          Financing Trends and Requirements ............................................................................................................................................ 14
     9.1.         Lessors and the Capital Market .............................................................................................................................................. 14
     9.2.         Aircraft Financing and the Capital Market .............................................................................................................................. 15
10.         Generating Returns from Aircraft .................................................................................................................................................. 15
11.         Capital Aviation Environmental, Social & Governance (ESG)......................................................................................................... 16

This document is provided for information purposes only. It is not intended to be, and does not constitute a product disclosure statement, prospectus,
short form prospectus or profile statement as those terms are defined in the Corporations Act. It does not constitute an offer for the issue, sale or
purchase of any securities, or any recommendation in relation to investing in the assets of the Fund. Further, this document has been prepared without
taking account of any particular investor's objectives, financial situation or needs. For these reasons, an investor should, before making any decision
whether to acquire or hold units in the Fund, consider the full details set out in the Information Memorandum (IM) (email:
investors@centurionfunds.com) and seek professional advice having regard to the investor's objectives, financial situation and needs.

While every care has been taken in the preparation of this document, Centurion Capital make no representation or warranty as to the accuracy or
completeness of any statement in it including, without limitation, any forecasts or opinions. To the maximum extent permitted by law, Centurion Capital
disclaim all or any liability and responsibility (including without limitation any liability arising from fault or negligence) for any direct or indirect loss or
damage which may arise out of the provision to, or use by, any person of the information contained in this document.

This Capital Aviation Aircraft Investment Fund IM has been prepared by the Trustee only for disclosure to, and use by, prospective clients who qualify as
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investment or any particular rate of return referred to in this document. Performance figures are forecasts only based on current expectations about
future events and are subject to risks, uncertainties and assumptions that could cause actual results to differ materially from those forecast.
Introduction to Aircraft Leasing
April 2016
Introduction to Aircraft Leasing

1. Welcome
Capital Aviation was founded in 2011 as an aviation advisory and service company with a vision of acquiring its own fleet
of commercial aircraft to lease to airlines worldwide. Since 2010 new lessors have emerge and flourished as the demand
for aircraft leasing continues to grow. As aircraft orders and deliveries continue to rise to record levels and passenger
growth continues to steadily increase, lessors are playing an even greater role in the aviation community. We are excited
to be in a position to take advantage of the current global aviation environment and invite you to connect with us
through our website at www.capitalaviation.net or email us at info@capitalaviation.net. I look forward to having you on
board!

Ryan Sullivan,
Managing Director, Capital Aviation

                                Ryan Sullivan                        Frank Rehrl

                                Managing Director                    Commercial Director

                                Ryan Sullivan has been involved      Frank Rehrl has over 30 years
                                in the Aviation Industry for 19      aviation industry experience
                                years, has been trading aircraft     and over 35 years’ experience
                                for over 10 years and is a           as a company director. Within
                                member of the International          aviation, he has worked in a
                                Society of Transport Aircraft        variety of roles. These roles
Traders (ISTAT).                                                     include Chief Pilot, head of training and standards, as well as
                                                                     senior executive roles for an airline, aircraft maintenance
Ryan has a wide industry experience as an aircraft owner and         workshop, service and flight planning provider and aircraft
operator, holds an MBA (Finance) as well as being a qualified        management firms.
and experienced Airbus A320 airline captain. Ryan has had
various roles in aircraft sales and management in general            As Co-Founder and Commercial Director, Frank is responsible
aviation, VIP flight operations, LCCs and legacy airlines prior to   for the asset life cycle including pre purchase activities,
co-founding Capital Aviation.                                        ongoing management, return from lease and redeployment.
                                                                     Frank also monitors the portfolio risk and balance and sets
As Managing Director                                                                                                 portfolio
of Capital Aviation,                                                                                                management
Ryan is responsible for                                                                                             criteria. Frank is a
sourcing new deals                                                                                                  member of the
and maintaining                                                                                                     International
ongoing client                                                                                                      Society of
relationships. He is                                                                                                Transport Aircraft
also responsible for                                                                                                Traders (ISTAT). In
delivering financing                                                                                                addition to
pipelines and funding                                                                                               aviation, Frank has
strategies in order to                                                                                              been Director of
achieve planned growth.                                              various companies including building, property, lubricant
                                                                     manufacturing, advertising and an engineering business.

www.capitalaviation.net/invest                                                                                                      3
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2. Opportunity
In January this year Airbus delivered the first new generation A320 NEO to Lufthansa and Boeing’s latest version of the 737, the 737
MAX flew for the first time. Deliveries of the Boeing 737 Max are scheduled for the second half of 2017 with Southwest airlines the
launch customer.

Despite the current low cost of jet fuel, commercial aviation has not wavered in its growing demand for new and more efficient
aircraft resulting in record orders and backlogs for single aisle jets. This trend is no longer being driven by airlines trying to reduce
their largest expense, fuel, but by an ever expanding middle class wishing to travel by air. Lower fuel prices, however, do translate
into lower ticket prices, which in turn further stimulates demand for air travel and in turn new aircraft. The investment backdrop
remains strong as manufacturers slightly increase production rates of new aircraft in an effort to meet demand and reduce their
record order backlogs.

The current backlog in Asia-Pacific will provide lessors opportunities for the next 7 years. With such strong growth contained in one
geographical region, this opens the door for new lessors without increasing competition or diminishing returns, as lessors will not over
expose themselves to any single region or airline.

As rates in many nations are at or near zero, while some are even negative, aircraft leasing offers investors the opportunity to
generate yields which are unavailable in other asset classes without compromising risk. Aircraft leasing investments can offer greater
yield and lower risk compared to airline issued bonds, as lessors invest into a pool of different aircraft operated by different airlines
spread over a diverse geographical area.

Since the sub-prime crisis in 2007, private equity has been quick to respond to the opportunities created by rapidly expanding demand
for new aircraft. PE firms were quick to explore these investment opportunities and have established themselves in the market and
generated superior returns for investors. Avolon is backed by Cinven, CVC, GIC and Oak Hill. Oaktree funded Jackson Square Aviation’s
start up, Carlyle’s invested in RPK, Cerberus Capital invested in AerCap, and Terra Firma’s investment in AWAS have all enjoyed strong
returns and in many cases greatly increased their investment or exited and made large returns. Traditionally conservative banks in
Australia are now participating in aircraft finance with the Commonwealth Bank of Australia being the largest shareholder in Air Lease
Corp.

In 2011 and 2012, three new lessors entered the market, Air Lease Corp, Avolon and Jackson Square Aviation. During the last 5 years
they have amassed a combined fleet of 527 aircraft worth $18.7 Bn (as of Dec 2015).

For some of the traditional aviation Banks and Export Credit Agencies (ECA) lending is now constrained due to Basel III banking
regulations which came into effect in 2013. The Capital market has been quick to fill this space and fund over 50% of all new aircraft
deliveries. Investors are attracted by stable asset backed investments, with strong returns. We see this trend continuing as demand
grows and manufacturers increase production to fulfil record order backlogs. We estimate that at least $10 Bn in new funding sources
will be required yearly for the short to medium term.

As some of the traditional European banks have reduced lending, banks from Australia, China, Japan and Korea have entered the
market. With an increasing diversity of commercial banks competing to fund aircraft deliveries and strong participation from the
capital markets, we believe this can only enhance our business, rather than having to compete for finance with existing lessors in the
small pool of traditional aircraft financing community.

Aircraft leases provide investors with fixed incomes for long periods, providing stable returns which are not dependent on greater
market forces. The assets are maintained by the lessee throughout the lease period and are subject to a strict regulatory environment
which serves to protect the value of the asset. This in turn enables us to accurately predict future values and forecast long term
returns.

                                                Why Invest in Aircraft Leasing?

  Truly global and mobile                       Predictable long term                         Assets secured through
   assets                                         returns based on forecast                      international laws and
  Stable cash flow backed by                     future values                                  treaties
   long term contracts                           Highly regulated industry                     Low volatility compared to
  Efficiently deploys large                      keeping assets maintained                      listed equities
   amounts of capital                                                                           Geographically diversified
                                                                                                 investments

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3. Summary
This document provides general information and our views on the aircraft leasing industry. The information contained throughout
includes opinions, recent developments, historical data and the market outlook according to Capital Aviation, the International Bureau
of Aviation (IBA), Airbus, Boeing and the International Civil Aviation Organisation (ICAO) amongst others. It is our view that the aircraft
leasing industry provides a low risk opportunity to invest in the growth of global air travel and demand for commercial aircraft, while
benefiting from the security of aircraft asset ownership.

Growing Aircraft Leasing             Long term Demand for              Improving Market                  Secure Industry
Trend                                Air Travel                        Conditions

Currently there are                  Air travel has grown at           Lease yields are                  Well managed aircraft
approximately 11,000                 6% p.a. since 2010 and            improving, especially             leasing companies,
commercial aircraft                  averaged over 5% p.a.             for used narrow body              underpinned by stable
leased worldwide, up                 since the beginning of            jet aircraft. In addition,        aircraft assets, have a
from approximately 3700              the industry. This                new aircraft average              track record of
aircraft in 2000. Leasing            growth has continued              initial lease durations           consistent profitability
is predicted to account              despite wars, terrorist           are extending, further            even in bear markets.
for 50% of aircraft by               attacks and recessions.           improving long term
2020, up from 35% in                 Growth is predicted to            yields, while aircraft
2014.                                continue at or near               values remain relatively
                                     historic rates for the            steady.
                                     next 20 years.

4. Attractive Fundamentals
The aviation market is a global growth industry that has historically doubled every 15 years. This trend is forecasted to continue over
the next 15 years between 2015 and 2030. For over 30 years air travel has grown at an annual compounding growth rate of over 5%,
despite world economic and political events. Aviation has weathered economic downturns in the past and recovery has followed
quickly. Between 2010 and 2015 annual growth was 6.0% outperforming the historical trend by 20%.

Revenue Passenger Kilometres (trillion)
7
                                             RPK            5% Baseline Growth
6
5
4
3
2
1
0
    2007
    1980
    1981
    1982
    1983
    1984
    1985
    1986
    1987
    1988
    1989
    1990
    1991
    1992
    1993
    1994
    1995
    1996
    1997
    1998
    1999
    2000
    2001
    2002
    2003
    2004
    2005
    2006

    2008
    2009
    2010
    2011
    2012
    2013
    2014
    2015

Source: ICAO (RPK, Revenue Passenger Kilometers)

During the last 40 years there has only been three periods of negative growth, however the industry has reliably returned to its long-
term growth rate of over 5% per annum. It is anticipated that this trend will continue long term.

Capital Aviation predicts the market will double again in the next 15 years. According to Airbus “Flying on Demand” 2014-2033
forecast, the expectation is that world air traffic will grow at an average of 4.7% annually, with a 5.2% average annual increase in the
first decade and a 4.2% average growth for the second.

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 Forecast Air traffic growth – Revenue Passenger Kilometres (trillion)                                                   Growth By Region

 18                                                                                                Middle East - Asia                          7.2%
                                                                                            Within Latin America                             6.6%
 16
                                                                                                        Within China                         6.6%
 14                                                                                            Within Asia Pacific                           6.3%
 12                                                                                          Europe - Asia Pacific                      5.1%
                                                                                                      World Average                     4.9%
 10
                                                                                           Europe - Latin America                       5.0%
  8                            Air Traffic                                                            Africa - Europe                 4.7%
                                doubled                                                     North America - Latin…
  6                                                             Air Traffic to                                                          4.9%
                               every 15
                                 years                           double in                         CIS - International             4.2%
  4                                                                next 15                              Trans-Pacific                 4.4%
                                                                    years
  2                                                                                                   Within Europe              3.3%
  0                                                                                                    North Atlantic            3.0%
   1960      1970      1980     1990         2000      2010    2020      2030      2040    Within North America                2.4%

 Source: Airbus Global Market Forecast 2015                                                                   Source: Boeing CMO 2015-2034

As the growing population in the emerging markets take to the skies, the outlook ahead is positive. Boeing predict that China will
overtake North America and Europe to become the largest travel market with average growth of 6.6% for the next 20 years. Both
Airbus and Boeing forecast air travel to continue to grow at or near historic rates. Boeing predicts airline passenger traffic to grow at
4.9% per annum from 2015-2034, while air cargo traffic will grow at 4.7% over the same period. Airbus predicts similar growth with
revenue passenger kilometres doubling within the next 15 years.

      4.1. Demand for Aircraft

                                              20 Year New Aircraft Forecast Deliveries
                                              45,000
The continued passenger growth
forecast is favorable for aircraft            40,000
demand long term. Airbus predicts             35,000
the forecast growth over the next 20                                                                                       Growth 21,960
                                              30,000
years will double the current
commercial aircraft fleet and 32,585          25,000                                                                                           38,050
new aircraft worth US$4.9t will be            20,000
required. Over the same period                15,000                                                                 Replacement 16,090
Boeing’s prediction is that 38,050
                                              10,000
new commercial aircraft will be
produced, worth US$5.6t.                       5,000
                                                                                                                           Retained 5,510
                                                    0
                                                     2015                                                                                 2034

                                               Source: Boeing Current Market Outlook 2015 - 2034

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     4.2. Limited Aircraft Supply
Aircraft Production (annual, Airbus and Boeing)
                                                                             1566
                                                                   1482 1525         Demand is strong and waiting periods
                                                       1348 1397                     are long for the most common and
                                                1274                                 desirable aircraft, the Airbus A320 and
                                         1189
                                                                                     Boeing 737 series aircraft. This is
                       979   972 1011                                                especially so over the next few years,
         894    858
  832                                                                                despite both manufacturers increasing
                                                                                     production rates. With such robust
                                                                                     growth in the airline industry
                                                                                     combined with fleet replacements, we
                                                                                     see production of 1500+ aircraft per
                                                                                     annum in line with current demand.

 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016E 2017E 2018E
 Source: Airbus and Boeing

     4.3. Increasing Passenger Load Factor
                                                 80.0%

                                                 76.0%
Airline passenger traffic sustained growth at
just above 6% between 2010 and 2015,
despite years of weak global GDP growth.
                                                 72.0%
Airlines have been able to increase
productivity through increasing passenger
load factor combined with high aircraft
                                                 68.0%
utilisation.

                                                 64.0%

                                                 60.0%
                                                          2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014

                                                 Source: ICAO & IATA

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     4.4. Declining Storage Rates
Storage rates have been steadily decreasing since the peak in 2009.
While storage rates are not an exact measure of lease rates and lease
demand, they are a useful indicator of the overall strength of the
airline industry.

% of Western Built Commercial Aircraft in Storage

12.0%

10.0%

 8.0%

 6.0%

 4.0%

 2.0%

 0.0%
            2008     2009        2010     2011         2012    2013      2014       2015
 Source: IBA

5. Record Aircraft Order Backlog
With continued passenger growth, changing technologies and long lead times on new aircraft, airlines need to plan their future fleet
requirements years in advance. With the growth of low cost carriers (LCCs), increasing air travel in the emerging markets and China,
the introduction of new fuel efficient aircraft and aging fleets in the mature markets of Europe and America, the demand for new
aircraft has never been so strong.

As of December 31, 2015 Boeing and Airbus had a combined unfilled order backlog of 12,626 aircraft. This record number of orders
based on 2015 delivery numbers equates to just over 9 year of production. Although this is down from the peak of 9.2 years in 2012,
the total number of aircraft in the backlog has increased. Production over the same period has increased by 17.5% which has caused
the backlog in years of production to stabilise.

Commercial Aircraft Order Backlog (Years of Production)
10
 9
 8
 7
 6
 5
 4
 3
 2
 1
 0
                          1976
     1970

            1972

                   1974

                                  1978

                                         1980

                                                1982

                                                        1984

                                                               1986

                                                                      1988

                                                                             1990

                                                                                    1992

                                                                                           1994

                                                                                                  1996

                                                                                                         1998

                                                                                                                2000

                                                                                                                       2002

                                                                                                                              2004

                                                                                                                                     2006

                                                                                                                                            2008

                                                                                                                                                   2010

                                                                                                                                                          2012

                                                                                                                                                                 2014

Source: CAPA, Airbus and Boeing

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                                                                                                 Record Aircraft Order
                                                                                                       Backlog

                                                                                                Despite lower than
                                                                                                average growth rates in
                                                                                                the established aviation
                                                                                                markets of Europe and
                                                                                                America, their
                                                                                                requirement for new
                                                                                                aircraft is still very strong.
                                                                                                Currently 45% of the
                                                                                                commercial aircraft order
                                                                                                backlog belongs to
                                                                                                Europe and America as
                                                                                                they plan to replace their
                                                                                                ageing fleets with new
                                                                                                aircraft. Recently the
                                                                                                airline industry in these
                                                                                                mature markets has
                                                                                                undergone consolidation
                                                                                                and now focus has shifted
                                                                                                to their fleet replacement
                                                                                                needs.

 Order Backlog by Region

                                                    22%
                20%

                                                                   11%

                                                                                                  39%
                                                       2%

                               7%

Source: CAPA (March 2016)

      5.1. Ageing Aircraft                    % of Aircraft older than 20 years / Average Fleet Age
           Fleets                                         % Aircraft older than 20 years       Average Fleet Age

Growth in demand for new aircraft is          35%                                                                       20
supported by the ageing worldwide             30%
aircraft fleet, particularly in the largest   25%                                                                       15
travel market of North America. Currently     20%
about ⅓ of North American aircraft are                                                                                  10
older than 20 years. The typical age for      15%
aircraft retirement is 25 years so            10%                                                                       5
replacements will start to increase over      5%
the coming years.                             0%                                                                        0
                                                      North   South Europe            Middle      Asia      China
                                                     America America                   East      Pacific
                                              Source: IBA (2015)

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     5.2. Secure Industry                                      Publicly Traded Lessor Profit / Profit Margin
The aircraft leasing industry has
                                                                              Profit Before Tax              Profit Margin
shown incredible resilience to             $1,600                                                                                           30%
the prevailing market forces.
Furthermore, aircraft leasing              $1,400
has consistently demonstrated                                                                                                               25%
resilience to the financial                $1,200
performance of the airline                                                                                                                  20%
                                           $1,000
industry. Lessors remained
profitable as the global airline              $800                                                                                          15%
industry posted losses of
almost US$30 billion in 2008                  $600
and 2009.                                                                                                                                   10%
                                              $400
Returns from aircraft leasing                                                                                                               5%
have consistently                             $200
outperformed all market                         $0                                                                                          0%
indices, significantly
                                                        2007      2008     2009       2010   2011        2012     2013       2014   2015
outperforming them between
2006 and 2015 as shown                      Source: Capital Aviation Research. Includes AER, AL, AYR, FLY.
below.

                                     Aircraft Leasing Compared to Market Indices
    80%

    60%

    40%

    20%

      0%
                  2006       2007          2008          2009         2010            2011        2012          2013         2014      2015
    -20%

    -40%

    -60%

                             Aircraft Leasing            All Ords            Hang Seng              S & P 500            FTSE 100

     Source: Capital Aviation Research. Aircraft lessors include AER, AL, AYR, FLY.

     5.3. Increasing Trend Towards Leasing
 35,000                                                                                               100%        Since the 1980's, Aircraft leasing
                                                                                                      90%         has continued to grow in
 30,000
                                                                                                      80%         popularity, accounting for more
 25,000                                                                                               70%         than ⅓ of today’s commercial
                                                                                                                  aircraft. It is expected that half
 20,000                                                                                               60%
                                                                                                                  of all commercial aircraft will be
                                                                                                      50%         owned by lessors before the end
 15,000                                                                                               40%         of the decade. In 1981 less than
 10,000                                                                                               30%         150 aircraft were owned by
                                                                                                      20%         lessors. This number has grown
  5,000                                                                                                           to approximately 11,000 in
                                                                                                      10%
                                                                                                                  2014, a 60 fold increase. The
       0                                                                                              0%          number of leased aircraft is
               1970           1980           1990           2000           2011          2020 F                   expected to double within 15
                                                                                                                  years.
                     Commercial Aircraft                 Leased Aircraft                 % Leased
 Source: Boeing

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6. Improving Lease Rates
Aircraft are valuable, mobile, long life assets. Aircraft lease rates declined in 2008/2009 but have recovered quickly. Some aircraft
have already returned to pre 2008 levels. Lease rates are directly related to aircraft values and interest rates, so despite declining
lease rates, yields have remained stable or have increased as a result of the low interest rate environment.

                                          Lease Rates for Constant Age Narrow Body Aircraft Per US$100,000 / 12mo LIBOR

                                          $450                                                                6%
                                          $400                                                                                737-800
                                                                                                              5%              (0yrs)
                                          $350
                                          $300                                                                4%              A320-200
                                                                                                                              (0yrs)
                                          $250
                                                                                                              3%              A737-800
                                          $200
                                                                                                                              (10yrs)
                                          $150                                                                2%
                                                                                                                              A320-200
                                          $100                                                                                (10yrs)
                                                                                                              1%
                                            $50                                                                               LIBOR
                                            $0                                                                0%
                                                   2004 2005 2006 2007 2008 2009 2010 2011 2012 2013
                                            Source: IBA and Capital Aviation Research

  Lease Rates for Constant Age Wide Body Aircraft Per US$100,000 / 12mo LIBOR

$1,600                                                                                                7%

$1,400                                                                                                         Boeing 777-300ER (0yrs)
                                                                                                      6%
$1,200                                                                                                         Boeing 777-300ER (3yrs)
                                                                                                      5%
$1,000                                                                                                         Airbus A330-300 (0yrs)
                                                                                                      4%
  $800                                                                                                         Boeing 777-300ER (10yrs)
                                                                                                      3%
  $600                                                                                                         Airbus A330-300 (3yrs)
                                                                                                      2%
  $400                                                                                                         Airbus A330-300 (10yrs)
  $200                                                                                                1%
                                                                                                               LIBOR
    $0                                                                                                0%
         2004   2005     2006      2007     2008     2009    2010     2011     2012     2013   2014
Source: IBA and Capital Aviation Research

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7. Aircraft Leasing
         33.1                        Top 10 Lessors by Value US$ Billion
  35               32.5                                                                                    According to Boeing, there
  30                                                                                                       are currently more than
                                                                                                           150 aircraft lessors
  25                                                                                                       worldwide, with combined
                                                                                                           assets of over US$150
  20
                                                                                                           billion, serving more than
  15                                                                                                       700 customers in 140
                              11.1       11                                                                countries. The top 2
                                                  9.4    9.2       9       8.8
  10                                                                                 6.9      6.6          lessors account for 42%,
                                                                                                           the top 10 lessors account
   5
                                                                                                           for US$125 billion or 83%
   0                                                                                                       and the top 15 account for
        AerCap GECAS         BBAM      SMBC       BOC    AWAS     CIT   Air Lease ICBC       ACG           approximately 96% of the
                                                Aviation                  Corp                             current industry assets.
 Source: Capital Aviation Research (Oct 2015)

Lessors gain access to aircraft through direct orders with manufacturers and subsequently enter into a lease agreement with an
airline. Another common transaction is the “sale and leaseback” where leasing companies buy aircraft directly from airlines, and the
airline leases the aircraft back from the lessor. This sale and leaseback can be done at any time whether prior to delivery, upon
delivery or during the asset life cycle. This transfers capital back to the airline and residual value risks to the lessor.

Lease rates on new aircraft are largely determined by the aircraft purchase price, the cost of finance and the lease term. Rates on
subsequent leases are influenced by market lease rates.

8. Aircraft Lease Agreement
Typically leases require lessees to provide a security deposit, pay monthly aircraft rental, pay monthly maintenance reserves or agree
to return the aircraft in a pre-agreed condition. Lessees typically pay for aircraft insurance, the positioning and redelivery of the
aircraft, maintain the aircraft in an airworthy state according to the relevant manufacturer and civil aviation recommendations and
requirements, maintain maintenance records in English and make the aircraft and records available for inspections. The lessee in most
cases is also responsible for expenses such as aircraft upgrades and modifications.

Operating lease agreements are complex contracts, defining what the lessee is required to report to the lessor, how the aircraft is
maintained, insurance requirements, operational limitations and other responsibilities and covenants the airline operator must adhere
to. Airlines operate in highly regulated environments and the lease agreements require strict adherence to civil aviation authorities.

Monitoring the lessee and the asset to ensure lease compliance is vital, thus protecting the asset and maximising its residual value.
Typical lease terms include;

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     8.1. Lease Duration
Lease durations vary markedly, however a narrow body aircraft typically will be leased for 8 years from new and wide body aircraft will
be leased for 12 years.

     8.2. Security Deposits
Up front security deposits are paid by the lessee in the form of cash or a letter of credit. Security deposits are usually equal to three
months rent or 2.5-3% of the aircraft value. These funds are available to the lessor in the event of a lessee default to reduce losses in
redeploying the aircraft to a new airline.

Maintenance deposits are sometimes required to be paid by the lessee. The amount paid varies depending on the lessee and can be
in excess of $1m or 1 year’s estimated maintenance expenses.

     8.3. Lease Rental
Monthly lease rentals are paid in advance by the lessee. These monthly rentals are expressed as a percentage of the aircraft value.
For example a 2014 Boeing 737-800 bought for $44m and leased for $380,000 per month is a lease factor of 0.86% per month or
10.36% per annum. Lease factors range from 0.75% - 1.5% per month. Lease factors are affected by lease duration, interest rates,
aircraft type, tax liabilities, aircraft sale price, lessee credit quality, type of lease and aircraft depreciation.

     8.4. Aircraft Maintenance
The lessee is responsible for the ongoing airworthiness, maintenance and the use of life limited parts according to the lease
agreement. Maintenance payments are paid monthly to the lessor for disbursement according to actual aircraft utilisation or the
aircraft is returned at the end of the lease in a pre-agreed maintenance condition.

Monthly maintenance payments are referred to as maintenance reserves. When the aircraft is to be returned in a pre-agreed
condition, this is referred to as return condition.

     8.5. Maintenance reserves
Maintenance reserves are calculated on a calendar, flight hour and flight cycle basis, according to the lease. Airlines pre-pay for future
maintenance according to their monthly utilisation. The lessor then should have the funds available to cover any future maintenance
events. A typical 737-800 Maintenance Reserve balance is shown on the diagram below.

Boeing 737-800 Maintenance Reserve Balance (US$ / Years)

$8,000,000
$7,000,000
$6,000,000
$5,000,000
$4,000,000
$3,000,000
$2,000,000
$1,000,000
         $0
                 1         2   3   4     5     6      7     8      9    10     11    12    13
Source: Capital Aviation

     8.6. Return Condition
Return condition is when the aircraft is to be returned in a pre-agreed condition. The lease agreement will stipulate what condition
the lessee will return the aircraft. The lease agreement will also dictate what compensation is to be paid in lieu of maintenance not
yet performed. A full life return condition means the lessee airline must return the aircraft with all components on the aircraft
overhauled to new condition or replaced with new items, thus giving the aircraft full life. Any maintenance due during the period of
the lease must be carried out by the lessee.

www.capitalaviation.net/invest                                                                                                      13
April 2016
Introduction to Aircraft Leasing

9. Financing Trends and Requirements
New banking leverage and liquidity                 New Commercial Aircraft Finance History & Requirements (US $BN)
requirements (Basel III) were enforced
gradually from 2013. Basel III limits                                                                                 $732 BN
the adjusted leverage ratio
independent of the quality of the                                                                                                        $172
asset. Basel III also limits Export Credit                                                                                      $161
Agencies funding new aircraft                                                                                          $142
deliveries. Traditionally ECAs were a                                                                          $130
                                                                                              $122     $127
back stop providing finance to only a
                                                                                    $115
small percentage of deals. Since the                                       $104
global financial crisis airlines and                              $95
manufacturers have increasingly                          $77
turned to ECAs for finance. Between
2009 and 2012 the US EX-IM Bank
financed 28% of all new Boeing
Aircraft. This was seen as anti-
competitive and negative to the
industry long term. ECA finance is now
restricted through the Basel III Accord.
As a result of the changes the US EX-IM
                                                        2011     2012      2013     2014      2015    2016     2017    2018     2019     2020
financed only 11% of Boeings 2015
deliveries.                                            Source: Boeing Finance Outlook 2014, 2015 &-2016
                                                                                                                We anticipate that $732 Bn
New Commercial Aircraft Finance, Sources of Finance (%)                                                         will be required to fund new
                                                                                                                commercial deliveries over
100%                                                                                                            the next 5 years. Higher fees
 90%                                                                                                            and equity requirements
                                                                                                                should further reduce ECA
 80%                                                                                                            funding over the next few
 70%                                                                                                            years. Lessors and the capital
                                                                                                                markets were quick to fill the
 60%
                                                                                                                gap left behind by the ECAs
 50%                                                                                                            from 2013.
 40%
                                                                                                                In 2014 the capital markets
 30%                                                                                                            significantly increased their
 20%                                                                                                            share from 14% (in 2013) to
                                                                                                                28%. In 2015 the Capital
 10%                                                                                                            Markets overtook the Banks
  0%                                                                                                            as the largest provider of
              2011             2012             2013             2014             2015           2016 F         financing to the industry. This
                                                                                                                is expected to continue in
                 Cash       Capital Markets        Bank Debt        Export Credit        Other                  2016 as Capital Markets are
Source: Boeing Finance Outlook 2014, 2015 &-2016
                                                                                                                predicted to fund 36% of new
Other Includes, Tax equity, Manufacturer finance and self-funded lessors
                                                                                                                aircraft delivered.

Despite a reduction in the overall banking sectors participation in new aircraft delivery financing, Australian banks have increased their
participation. This has added to the overall strength of the Banking sector as more geographically diverse range of Banks support the
industry. All of the big 5 Australian banks provided significant debt in 2015, almost US$10 Bn in total or 8%. We anticipate the
Australian Banks will continue to fund a significant percentage of the industries debt in 2016 and fund 7% of new aircraft deliveries.

     9.1. Lessors and the Capital Market
Lessors have been playing an increasing role and are an integral part in                 The capital market has been a successful and adaptive
funding airliners worldwide, as they gain market share. Approximately                    investor in Lessors and is key to funding future
1400 aircraft, worth USD $112 Bn will be delivered this year, with almost                aircraft.
half purchased by lessors.                                                               In 2013 more than USD $10 Bn of new and innovative
Lessors are becoming increasingly innovative in sourcing finance to fund                 funding was sourced and we estimate that at least an
growing portfolios. As a result of the shifting market, more opportunities to            additional USD $10 BN in new funding will be
invest in aircraft are being made available to a larger audience.                        required each year for the next few years.

www.capitalaviation.net/invest                                                                                                            14
April 2016
Introduction to Aircraft Leasing

      9.2. Aircraft Financing and the Capital Market
Airlines have also been increasingly utilising the capital markets for sources of aircraft finance. The table below shows some recent
lessor and airline US$ denominated transactions.
Recent Aircraft and Airline A.B.S. Transactions
                                                                                                                                 9%

                                                                                                                                 8%

                                                                                                                                 7%

                                                                                                                                 6%

                                                                                                                                 5%

                                                                                                                                 4%

                                                                                                                                 3%

                                                                                                                                 2%

                                                                                                                                 1%

                                                                                                                                 0%
42 41 40 39 38 37 36 35 34 33 32 31 30 29 28 27 26 25 24 23 22 21 20 19 18 17 16 15 14 13 12 11 10 9 8 7 6 5 4 3 2 1
 1     Capital Aviation CAAIF May-16            15      British Airways 5 Yr Bond Sep-14   29   Aircastle 5 Yr Bond Dec-13
 2     Air Lease Corp 7 Yr Apr-16               16      BOC Aviation 6.5 Yr Bond Aug-14    30   Air Lease 6 Yr Bond Nov-13
 3     Easy Jet 7 Yr Feb-16                     17      United EETC Jul-14                 31   Virgin Australia EETC Oct-13
 4     Malaysian Airlines 5 Yr Feb-16           18      Fly Leasing 6 Yr Bond Jun-14       32   ACG 3 Yr Bond Sep-13
 5     BOC Aviation 5 Yr Bond Mar-15            19      Fly Leasing 7 Yr Bond Jun-14       33   United EETC Aug-13
 6     British Airways 5 Yr Bond Nov-15         20      Aercap 3 Yr Bond May-14            34   Hawaiian EETC May-13
 7     British Airways 7 Yr Bond Nov-15         21      Aercap 5 Yr Bond May-14            35   US Airways EETC Apr-13
 8     Turkish Airlines 12 Yr EETC Mar-15       22      Aercap 7 Yr Bond May-14            36   BOC Aviation 10 Yr Bond Apr-13
 9     Latam Airlines 8 Yr EETC May-15          23      Qantas 8 Yr Bond May-14            37   American EETC Mar-13
 10    Latam Airlines 12 Yr EETC May-15         24      BOC Aviation 5 Yr Bond Apr-14      38   Air Lease 11 Yr Bond Mar-13
       American Airlines 12.5 Yr EETC Mar-
 11                                             25      United EETC Mar-14                 39   BOC Aviation 10 Yr Bond Feb-13
       15
 12    American Airlines 8.5 Yr EETC Mar-15     26      Air Lease 6 Yr Bond Mar-14         40   Aircastle 6 Yr Bond Nov-12
 13    Aercap 7 Yr Bond Sep-14                  27      Aircastle 7 Yr Bond Mar-14         41   Continental EETC Sep-12
 14    Lufthansa 5 Yr Bond Sep-14               28      Aircastle 4 Yr Bond Mar-14         42   BOC Aviation 5 Yr Bond Sep-12
Source: Capital Aviation Research (US$ unless stated)

10. Generating Returns from Aircraft
 Monthly Cash Yield                                                          Asset Management
 Lease rental income in excess of operating                                  Active trading of aircraft prior to lease expiry
 expenses and debt servicing provides a monthly                              can realise future profits and increase returns
 return. Monthly lease payments are locked in                                and free capital for additional investments.
 for periods up to 16 years                                                  Debt restructuring also can provide additional
 Capital Gains                                                               returns.
 Aircraft have a useful life of 20+ years but debt
                                                                             Maintenance Reserves
 schedules outperform asset depreciation
                                                                             Contractual payments made in relation to aircraft
 building in capital gains. These gains are
                                                                             maintenance reserves are held and often not
 realised on lease renewals, debt restructuring or
                                                                             required for scheduled maintenance 10 years in
 aircraft disposal. Additionally, aircraft are paid
                                                                             the future. Investing these funds in term deposits
 off between 12-15 years. However, lease income
                                                                             provides additional returns. Often aircraft are sold
 can be generated for 25+ years.
                                                                             and maintenance reserve funds held for future
                                                                             maintenance is not subject to the sale contract
                                                                             providing immediate and often substantial profit.

www.capitalaviation.net/invest                                                                                                    15
April 2016
       Introduction to Aircraft Leasing

11. Capital Aviation Environmental, Social & Governance (ESG)
Capital Aviation takes a Holistic approach to governance and investing which looks internally and externally at clients as well as counterparties.

With an in depth knowledge and experience of African aviation and first hand understanding of the challenges faced by the industry our investment
approach to Africa is deeply rooted in our ESG policies and outcomes.

To find out more about our ESG or aircraft leasing investments, contact us at info@capitalaviation.net

             There are many factors which lead us to believe now is an
             opportune time to enter the leasing market.
             These include;

             ● Increased aircraft production and deliveries
             ● Large aircraft order backlogs
             ● Changes to aircraft finance requirements and the
               finance markets
             ● Airlines increasing desire for aircraft leases
             ● Increasing world aircraft demand
             ● Increasing world aircraft load factors
             ● Increased demand in Asia for new/newer fuel
               efficient aircraft
             ● Other successful new aircraft lease companies
               entering
             ● The need to replace aging fleets in North America and
               Europe with new generation aircraft

       www.capitalaviation.net/invest                                                                                                      16
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