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Sebastian M. Smith

Partner
+81.3.6205.3606
Fax +81.3.3597.6421
Sebastian Smith is a partner in the firm’s Tokyo office. Mr. Smith has wide ranging aviation experience and regularly advises leasing companies, financial institutions, export credit agencies, institutional lenders and airlines in respect of cross-border aircraft finance and leasing transactions. He has significant experience with the JOL & JOLCO market in Japan and has niche expertise in advising on aircraft Unit Leasing Device (ULD) rental/sale & lease back agreements. He has also overseen due diligence on M&A transactions/Joint Ventures for aircraft leasing and banking clients.

In addition to his asset finance experience, Mr. Smith has general banking experience and has advised Barclays Capital on a finance transaction for investments into Indonesia.

One client praises him as an ‘extremely experienced and hard negotiating aviation counsel’ (Chambers & Partners, 2019).

Professional Background

Mr. Smith previously worked at a Magic Circle law firm in London. During his tenure there, he was seconded to both Airbus and RBS Aviation Capital (now named SMBC Aviation Capital).

Achievements

  • Listed amongst “Band 2” practitioners for Banking & Finance: International Firms: Asset Finance (Japan) by Chambers Asia-Pacific Guide (2019)
  • Recommended by Legal 500 (2018) as a JOLCO specialist in Japan
  • Listed as a “Foreign Expert based in Japan” in Chambers Global 2017 Guide for Foreign Experts (2017)
  • Listed as a “Rising Star” by AirFinance Journal (2014)

Speaking Engagements

  • Tokyo AirFinance Engine Round Table, Panel Member, 2017
Articles- Japanese Law 
  • Japan: Loan signing and Drawdown (CPs) Q&A, Practical Law, February 2018
  • Japan: Waiver & Consent Letter Q&A, Practical Law, July 2017
  • Japan: Comfort Letters Q&A, Practical Law, July 2017
  • Japan: Corporate Loan Facilities Q&A, Practical Law, July 2017
 Publications-International
  • UAE: More Gold From the Desert, Cleared to Land, K&L Gates Aviation Newsletter, January 2019
  • Argentina: Silver Skies, Cleared to Land, K&L Gates Aviation Newsletter, January 2019
  • India: Legal Documentation & Changes Arising As a Result of the Collapse of Kingfisher, Cleared to Land, K&L Gates Aviation Newsletter, August 2018
 Financiers/M&A experience
  • Advised Portigon Financial Services (formerly known as West LB) in relation to transfer of entire asset finance loan portfolio to EAA.
  • Advised Deutsche Bank on various aircraft financings.
  • Advised Tokyo Century Corporation in a transaction with Pacific Life Insurance Company for an investment of a 20 per cent membership interest in Aviation Capital Group LLC (ACG) - this transaction won Airline Economics’ “Equity Deal of the Year, 2017”.
  • Advised Tokyo Century Corporation 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. Subsequently advised TCC in relation to the unwind of said joint venture and the purchase of CIT’s stake in said JV.
  • Advised Tokyo Century Corporation 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. Oversaw due diligence on both the lease and loan portfolio including the provision of a detailed due diligence report with a summary of our findings.
  • Advised Japanese leasing company as lender in over fifteen (15) aircraft financings, including mezzanine financing structures.
  • Advised Standard Chartered Bank in relation to financing of a private jet.
  • Advised lender for SriLankan Airlines’ pre-delivery payment (PDP) financing of three A330s. This transaction won AirFinance Journal’s “PDP Deal of the year 2014”.
  • Advised R.W. Pressprich & Co., Seaport Global Securities and DBS Bank as arrangers as underwriters in connection with establishing a US$500 Million global Reg S/144A note program for Avation, a Singapore leasing company.
  • Advised Bank of China in the acquisition of Singapore Aircraft Leasing Enterprise (SALE).
  • Advised an aircraft leasing company on the sale of a secured aircraft loan portfolio, comprising 31 aircraft, from Airbus Financial Services and its affiliates.
  • Advised an export credit agency in relation to financing of Bombardier aircraft.
  • Advised Development Bank of Japan for unsecured financings.
  • Advised The Bank of Tokyo-Mitsubishi UFJ for various financings.
Lesser/Borrower Experience
  • Advised for JP Lease Products & Services Co., Ltd as borrower in over eighty (80) JOLCOs/JOLs involving airlines in jurisdictions including Qatar, Spain, Netherlands, France, Brussels, Vietnam, Hong Kong, Philippines and Germany.
  • Advised Chishima Real Estate Co., Ltd. in over ten (10) aircraft purchases & lease novations.
  • Advised Financial Products Group on a range of JOLCO financings.
  • Advised Sumitomo Mitsui Finance & Leasing on a range of JOLCO financings including Jet2’s and Pegasus’ first JOLCOs.
  • Advised the equity arranger on Global Transport Finance’s “Aircraft Lessor JOLCO deal of the Year, 2016”.
  • Advising a lessor on repossessing aircraft following the insolvency of Sterling Airlines.
Airlines
  • Advising an Indonesian airline on financing its purchase of Bombardier aircraft.
  • Advising an Asia based airline on the Islamic financing of six Airbus A320-200 aircraft and the Export Credit Agency backed financing of an aircraft simulator.
  • Advising an Asia based airline on various aircraft financing transactions.
  • Advising a Pakistani airline on Ex-Im Bank financing of Boeing aircraft.
  • Advising a Chinese budget airline on aircraft purchase agreement with Airbus.
  • Advising a UK chartered airline on wet lease to Skyservice Airlines Inc.