Air Lease acquired for $65.00/share cash by Sumitomo-led consortium; equity ~$7.4B

AIR LEASE CORP

Stockholders receive $65.00/share cash; total equity value ~$7.4B, enterprise value ~$28.2B including debt.
Transaction expected close H1 2026; subject to stockholder vote, HSR, CFIUS and non-U.S. antitrust approvals.
Directors and certain executives (~6.2% of outstanding common) agree to vote in favor; no financing contingency.
Termination fees: $225M if Air Lease accepts superior proposal; $350M if terminated due to regulatory failure.
Air Lease will not host earnings calls for Q3 2025 or subsequent quarters while transaction is pending.

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