Aircastle Limited
Aircastle LTD (Form: 8-K, Received: 03/29/2017 16:19:37)





Washington, D.C. 20549







Pursuant to Section 13 OR 15(d)

of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) March  29, 2017 (March 28, 2017)



Aircastle Limited

(Exact name of registrant as specified in its charter)




Bermuda   001-32959   98-0444035

(State or other jurisdiction

of incorporation)



File Number)


(IRS Employer

Identification No.)

c/o Aircastle Advisor LLC, 300 First Stamford Place,

Stamford, Connecticut

(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code (203) 504-1020

(Former name or former address, if changed since last report.)



Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):


Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)


Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)


Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))


Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))




Section 7 – Regulation FD

Item 7.01    Regulation FD Disclosure.

On March 28, 2017, Aircastle Limited (NYSE: AYR) announced that it had posted its 2016 PFIC Annual Information Statement to its website.

Section 9 — Financial Statements and Exhibits

Item 9.01     Financial Statements and Exhibits.

(d) Exhibit 99.1 Press Release dated March 28, 2017 is being furnished hereto pursuant to Item 7.01.


Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.





/s/ Christopher L. Beers

   Christopher L. Beers   
   General Counsel   

Date: March 29, 2017






99.1    Press Release dated March 28, 2017

Exhibit 99.1




Aircastle Posts 2016 Passive Foreign Investment Company (“PFIC”)

Annual Information Statements to Website

On March 28, 2017, Aircastle Limited (NYSE: AYR) announced that it had posted its 2016 PFIC Annual Information Statement to its website.

Aircastle is considered a PFIC for U.S. Federal income tax purposes through 2016 and expects to be treated as a PFIC for the foreseeable future. U.S. shareholders are advised to consult with their tax advisors with respect to the 2016 PFIC Annual Information Statement.

To access Aircastle’s 2016 PFIC Annual Information Statement, select the tab “Tax Information (PFIC)” on the Investor Relations section of the Aircastle website at .

Safe Harbor

Certain statements in this press release are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including, but not limited to, our intention to consummate the offering and issue the notes, our expectation regarding the aggregate principal amount of notes to be sold and the intended use of proceeds of the offering. Words such as “anticipates,” “expects,” “intends,” “plans,” “projects,” “believes,” “may,” “will,” “would,” “could,” “should,” “seeks,” “estimates” and variations on these words and similar expressions are intended to identify such forward-looking statements. The consummation of the offering is subject to market conditions and other factors that are beyond our control. Accordingly, no assurance can be given that the offering will be completed on the contemplated terms or at all and you should not place undue reliance on any forward-looking statements contained in this press release. For a discussion of some of the risks and important factors that could affect such forward-looking statements, see Aircastle’s filings with the SEC and previously disclosed under “Risk Factors” in Item 1A of Aircastle’s 2016 Annual Report on Form 10-K. In addition, new risks and uncertainties emerge from time to time, and it is not possible for Aircastle to predict or assess the impact of every factor that may cause its actual results to differ from those contained in any forward-looking statements. Such forward-looking statements speak only as of the date of this press release. Aircastle expressly disclaims any obligation to revise or update publicly any forward-looking statement to reflect future events or circumstances.

About Aircastle Limited

Aircastle Limited acquires, leases and sells commercial jet aircraft to airlines throughout the world. As of December 31, 2016, Aircastle owned and managed on behalf of its joint ventures 206 aircraft leased to 71 customers located in 36 countries.



Aircastle Advisor LLC    The IGB Group
Frank Constantinople, SVP Investor Relations    Leon Berman
Tel: +1-203-504-1063    Tel: +1-212-477-8438

For more information on Aircastle, please visit .

SOURCE: Aircastle Limited