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Robert E. Melson, Jr.

Practice Area Leader - Finance
+81.3.6205.3602
Fax +81.3.3597.6421
Mr. Melson works extensively with clients doing business across Asia. Mr. Melson’s practice focuses on corporate and international finance, especially in the areas of aircraft and equipment leasing, equipment finance, project finance, mergers and acquisitions, real estate finance, sovereign lending and high tech ventures.

Mr. Melson is recognized as a leading lawyer for asset finance in Chambers Asia-Pacific and has been since 2008. He has also been recognized in Chambers Asia-Pacific banking and finance since 2009 and is currently recognized in band 1 for Japan, Banking & Finance: International Asset Finance in addition to being recognized for Aviation Finance since 2015. According to Chambers Asia-Pacific, Mr. Melson is described by one peer as “very much a leading player for aviation finance.” He has over two decades of experience in asset finance, frequently acting for major clients on cross-border deals. Chambers Asia-Pacific states that he “is appreciated for his ‘wealth of experience’ in cross border asset finance deals and ‘meticulous attention to detail’ in complicated cases.” He has also been listed as a leading aviation lawyer in Expert Guides - Aviation since 2013 and received an "Individual All-Star” award in the Transportation sector at The Asian Lawyer All-Star Awards 2014.

Professional/Civic Activities

  • America Japan Society, Member of the Council; Sports Committee Chairman
  • American Chamber of Commerce in Japan, Chair of Special Events Committee
  • New York State Bar Association
  • American Bar Association
  • Represented Tokyo Century Corporation (formerly Century Tokyo Leasing Corporation) (“TCC”) with its acquisition of 20% of U.S. based aircraft leasing company Aviation Capital Group (“ACG”). Prior to the 20% acquisition by TCC, ACG was a 100% subsidiary of Pacific Life Insurance. This deal was awarded ‘Equity Deal of the Year Award’ by Airline Economics in 2017.
  • Advised Japan Airlines (JAL) on a major deal with Airbus, in connection with the carrier’s purchase of 31 of the manufacturer's A350 aircraft. The agreement, which also includes the option for delivery of an additional 25 aircraft, is JAL's first ever order with Airbus, and the largest order for A350 aircraft in 2013 (valued at approximately US$9.5 billion at list price).
  • Represented TCC as JV partner and the sole lender in its US$2 billion aircraft leasing joint venture with CIT Group (“CIT”), which established joint venture companies in both Ireland and the United States (Delaware). TCC provided 70% of the equity in the deal and all of the US$1.5 billion in debt financing.
  • Represented TCC in their capacity as a bidder in relation to the purchase of the aircraft-leasing business of CIT, the CIT fleet included in excess of 350 commercial aircraft estimated to be worth approximately US$10 billion.
  • Represented a major international leasing company in relation to the purchase, leasing, financing and sale of 1 737-400 freighter aircraft, 4 737-700 aircraft, 15 737-800 aircraft, 3 737-900 aircraft, 2, 767-300 aircraft, 3 777-200 aircraft, 5 777-300ER aircraft,1 A318-100 aircraft, 9 A319-100 aircraft, 20 A320-200 aircraft, 7 A321-200 aircraft, 4 Airbus A330-200 aircraft, 6 Airbus A330-300 aircraft and 1 A350-900 aircraft. The various aircraft are on lease to the following airlines: Aer Lingus, AeroMexico, Air Canada, Air France, Atlantic Airlines, British Airways, Brussels Airlines, Cathay Pacific, Cebu Air, Dragon Air, easyJet, Emirates, Germanwings, Iberia, Interjet, Jet2.com, KLM, Peach Aviation, Pegasus, SAS, Thai Air Asia, Transavia, Vietnam Airlines, Vueling and Wizz Airlines. Financing was provided by a cross-section of Lenders including Bank of China (UK) Limited, BOT Lease Co., Ltd., Credit Agricole Corporate and Investment Bank, Credit Industrial et Commercial, Commonwealth Bank of Australia, Deutsche Bank AG, Tokyo Branch, DVB Bank SE, DVB Transport Finance Limited, GE Capital Asset Finance, ING Bank N.A., KEB Hana Bank, MUFG Bank, Ltd., NTT Finance Corporation, PK AirFinance, Westpac Banking Corporation and Woori Bank.
  • Represented a major Japanese leasing company as junior lender with respect to a portfolio purchase and financing transaction between AerCap (as seller and continuing servicer) and subsidiaries of DVB. The portfolio comprised aircraft on lease to the following airlines: Norwegian Air International, Westjet, Air Europa, KLM, Air France, Nouvelair, Aerolineas Argentinas, Aegean, Free Bird, T’Way, Garuda Indonesia, Finnair, Air Berlin, Air Transat, Royal Jordanian, SwissAir, Brussels Airlines, Boliviana, Xiamen Airlines, P.T. Sriwijaya Air, Comair, Iberia, TAME, Air Asia, Jet2.com, VECA, Hainan Airlines and EuroAtlantic.
  • Represented a major Japanese leasing company as junior lender with respect to a portfolio purchase and financing transaction between AerCap (as seller and continuing servicer) and subsidiaries of Magnetar. The syndicate of senior lenders were led by BNP Paribas, Paris. The portfolio comprised aircraft on lease to the following airlines: Air France, Etihad, Air Seychelles, Air Berlin and Emirates.
  • Represented a Japan based operating Lessor in relation to two Japanese Operating Lease with Call Option (JOLCO) involving Pegasus Airlines. This was the first JOLCO for Pegasus and was named “Aircraft Lessor JOLCO Deal of the Year” at the Global Transport Finance Awards in 2016.
  • Represented TCC as lender with respect to the pre-delivery payment (PDP) financing for 3 A330 aircraft for SriLankan Airlines. The deal was named “PDP Deal of the year 2014” by AirFinance Journal.
  • Represented Japanese lessors/borrowers in relation to JOLCO transactions involving British Airway's US$1.7 billion multicurrency debt facility to finance 36 aircraft. This deal was awarded “Aircraft Debt Deal of the Year – Europe” by Jane’s Transport Finance in 2007. The latest representation in relation to this facility was in July of 2013 in respect of 2 Boeing 787s - the first 787s financed using a JOLCO structure.
  • Represented Sumitomo Mitsui Finance and Leasing Company, Ltd. in relation to the JOLCO purchase and financing of 5 Boeing aircraft, on lease to The Dart Group and sub-leased to Jet2.com.
  • Represented a major Japanese leasing company in respect of multiple aircraft finance and leasing transactions involving SAS, KLM, KLM City Hopper, Aviation Capital Group, Southwest Airlines, Air France, SMBC Aviation Capital, AWAS, Finnair, British Airways, Thai International, NOK, Qantas and others.
  • Acted for a major Japanese leasing company in relation to the refinancing of a mezzanine loan previously maintained as notes by the outgoing lender. The loan was made to a subsidiary of KV Aviation with respect to 1 777-300ER aircraft operated by EVA Air.
  • Represented a major Japanese leasing company with respect to the purchase, finance and JOLCO leasing of 2 737-800 aircraft on lease to China Southern Airlines.
  • Represented a major Japanese leasing company with respect to the purchase, finance and JOLCO leasing of 2 A350-900 aircraft on lease to Finnair.
  • Represented a major Japanese leasing company with respect to the purchase, finance and JOLCO leasing of 7 A320 aircraft and 1 737-800 aircraft, each on lease to China Eastern Airlines.
  • Represented a German bank in relation to the JOLCO financing of 2737-800 aircraft on lease to a subsidiary of a major Japanese leasing company and on sub-lease to TUIfly.
  • Represented a major Japanese leasing company in respect of the first and second JOLCO financing for Virgin Atlantic Airlines. The assets were 787-900 aircraft.
  • Advised R.W. Pressprich & Co., Seaport Global Securities and DBS Bank as arrangers and underwriters in connection with establishing a US$500 Million global Reg S/144A note program for Aviation, a Singapore leasing company.
  • Represented a major Japanese leasing company in respect of JOLCO transactions involving many commercial carriers including Deutsche Lufthansa AG, SAS, Cathay Pacific and Air New Zealand.
  • Represented Tokyo Leasing Corporation in obtaining consents from third parties involved in their aircraft finance and leasing transactions in relation to their merger with Century Leasing.
  • Represented Garuda in respect of the financing of 6 CRJ 1000 aircraft by Export Development Canada.
  • Represented Garuda in its first ever Islamic finance transaction.
  • Represented Nippon Cargo Airlines in respect of the financing and leasing of multiple 747-8F freighter aircraft.
  • Represented the foreign secured creditors involved in 22 separate structured finance transactions impacted by the insolvency proceedings of JAL.
  • Represented the lessors in respect of one of the first JOLCO transactions in which a U.S. leasing company acted as the lessee in the JOLCO instead of an airline.
  • Represented WestLB AG as overall arranger, agent and lender in respect of Finnair’s first ever JOLCO financing on an Embraer E-Jet-series aircraft. This transaction was awarded “Aircraft Leasing Deal of the Year – Europe” by Jane’s Transport Finance in 2007.
  • Represented a consortium of Japanese lessors in a JOLCO for Air New Zealand in respect of a 777 aircraft. This transaction was awarded the “Asia Pacific Deal of the Year” in the AirFinance Journal 2006 awards.
  • Represented 14 Asian and European banks in relation to the restructuring of 10 Japanese Leveraged Lease (JLL) transactions in connection with the Chapter 11 bankruptcy proceedings of United Air Lines and its affiliates.
  • Represented a consortium of Japanese leasing companies in relation to the Chapter 11 bankruptcy proceedings of United Air Lines and its affiliates.
  • Represented a German bank in relation to the required transfer (due to the closing of their Tokyo Branch) to 'qualifying lenders' of all of their JOLCO and JLL loans booked out of Tokyo.
  • Represented a Canadian air carrier in relation to finance structures involving Japanese parties that were restructured in connection with the carrier’s reorganisation under the CCAA.
  • Represented the leasing subsidiary of a major American bank in relation to multiple Japanese operating lease transactions involving Swissair and Flightlease AG and their respective subsidiaries and the subsequent bankruptcies of such carriers.
  • Represented German and Japanese banks in relation to the out of court restructuring of an American air carrier.
  • Represented a North American air carrier in multiple matters related to its acquisition of another North American air carrier and such target carrier’s reorganisation proceedings, including negotiations with major Japanese trading companies, banks, and leasing companies.
  • Represented China Development Bank in sovereign loans to Sri Lanka, Cambodia and Vietnam.
  • Represented Credit Suisse, Calyon, and Aareal Bank as mandated lead arrangers in connection with US$750 million credit facilities made available to an affiliate of Colony Capital to finance its acquisition of the hotel business of Raffles Holdings Limited. This financing was named “Best Structured Loan of the Year 2005” by FinanceAsia and “Singapore M&A Deal of the Year 2005” by Asian Legal Business.
  • Represented the Administrator (kanzainin) of Nippon Asset Management, Inc. (formerly Japan Leasing Corporation) in relation to restructuring of overseas subsidiaries, lease terminations, aircraft sales and the bulk transfer of hundreds of special purpose companies to a large U.S. financial institution.
  • Represented a U.S. based international telecommunications conglomerate in relation to the Japan aspects of its global sale of one of its subsidiaries to an India based international telecommunications company.
  • Represented a European manufacturer and project sponsor in relation to the Japan aspects of its global sale of a business unit.
  • Represented a major Australia based resort developer/operator in connection with its acquisition of a ski resort in Hokkaido and its acquisition of a golf course in Japan.
  • Represented Nippon Export and Investment Insurance (NEXI) in connection with its provision of commercial risk and political risk insurance to the lenders extending financing in relation to a limited recourse LNG ship finance transaction.
  • Represented Japan Bank for International Cooperation (JBIC) in connection with the project financing of Altamira II, a 495 MW combined cycle gas turbine power plant at Altamira, Tamaulipas, Mexico.
  • Represented NEXI in connection with its provision of commercial risk and political risk insurance to lenders extending financing to Petróleos de Venezuela, S.A.
  • Represented JBIC in connection with the project financing of Phase II of the Mozal aluminum smelter project in The Republic of Mozambique.
  • Represented JBIC in connection with the project financing of Tuxpan II, a 495 MW combined cycle gas-fired power plant in Mexico.
  • Represented JBIC in relation to multiple sovereign loans (untied two step loans, buyer’s credit loans, and others) to governmental and quasi-governmental entities in Asia, Africa, and Latin America.
  • Advised in strategic equity investments and acquisitions in Japan for a large U.S. automobile manufacturer and its financing subsidiary.
  • Represented major American and European companies in relation to the establishment of their respective subsidiaries in Japan and all regulatory, employment, real estate, and general corporate matters relating thereto.
  • Represented a U.S. based oil company in relation to their liquidation of a Japanese subsidiary for which Mr. Melson served as the representative director and, subsequently, the liquidator.
  • Represented a major Japanese chemical company in relation to its acquisition of an Italian chemical company and in relation to its supply and distribution arrangements with their Italian business partners.
  • Represented General Electric Capital Corporation in its acquisition of the assets of Lake Co., Ltd., which marked the first entry of a foreign corporation into the domestic Japanese personal finance industry.
  • Represented Delaware companies in relation to private placements and issuance of multiple series of convertible preferred stock to both U.S. and Japanese investors.