WILLIS LEASE FINANCE CORP (WLFC): debt financing — Willis Lease Finance issues $200M 2.50% Convertible Senior Notes due 2031

WILLIS LEASE FINANCE CORP

Issued $200M aggregate principal of 2.50% Convertible Senior Notes due May 15, 2031; underwriters have 30-day option for additional $30M.
Initial conversion rate 3.7202 shares per $1,000 principal, conversion price ~$268.80 per share.
Interest payable semi-annually on May 15 and Nov 15, beginning Nov 15, 2026.
Concurrent Delta Placement: 281,250 shares of common stock sold by Morgan Stanley to facilitate hedging; company received no proceeds.
Notes are senior unsecured obligations; redeemable at company's option on/after May 21, 2029 if stock price exceeds 130% of conversion price.

Key facts

Extracted from this filing and checked against the source text.

Debt Financings SEC 8-K Item 2.03/2.04 confidence 0.9

WILLIS LEASE FINANCE CORP incurred convertible notes of $200,000,000 aggregate principal amount at 2.50% per annum maturing May 15, 2031.

Instrument: convertible notes
Principal: $200,000,000 aggregate principal amount
Rate: 2.50% per annum
Maturity: May 15, 2031
Event: incurrence

Exact text from the filing

On May 18, 2026, the Company issued $200,000,000 aggregate principal amount of its 2.50% Convertible Senior Notes due 2031.

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 1.0

WILLIS LEASE FINANCE CORP entered into Indenture with U.S. Bank Trust Company, National Association valued at $200,000,000 (effective 2026-05-18).

Action: entry
Agreement: notes offering
Counterparty: U.S. Bank Trust Company, National Association
Value: $200,000,000
Effective: 2026-05-18

Exact text from the filing

On May 18, 2026, the Company issued $200,000,000 aggregate principal amount of its 2.50% Convertible Senior Notes due 2031. The Notes were issued pursuant to, and are governed by, an indenture (the “ Base Indenture ”), dated as of May 18, 2026 between the Company and U.S. Bank Trust Company, National Association, as trustee

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 1.0

WILLIS LEASE FINANCE CORP entered into Convertible Notes Underwriting Agreement with Morgan Stanley & Co. LLC, BofA Securities, Inc. and Deutsche Bank Securities Inc. valued at $200,000,000 (effective 2026-05-13).

Action: entry
Agreement: underwriting
Counterparty: Morgan Stanley & Co. LLC, BofA Securities, Inc. and Deutsche Bank Securities Inc.
Value: $200,000,000
Effective: 2026-05-13

Exact text from the filing

Convertible Notes Underwriting Agreement On May 13, 2026, Willis Lease Finance Corporation (the “ Company ”) entered into an underwriting agreement (the “ Convertible Notes Underwriting Agreement ”) with Morgan Stanley & Co. LLC, BofA Securities, Inc. and Deutsche Bank Securities Inc., in connection with the issuance and sale of $200,000,000 aggregate principal amount of the Company’s 2.50% Convertible Senior Notes due 2031

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Source: SEC EDGAR

accession 0001193125-26-228878

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