PUC, has over the years, developed extensive experience and core competency in handling a wide range of aviation transactions, including aviation finance, and aviation litigation. Our clientele in this practice area include airline operators, financial institutions, aviation leasing companies and regulatory agencies within and outside Nigeria.
PUC’s experience in aviation finance covers advice on structure of the finance, review, negotiation, drafting of some Nigerian law finance documents, stamping and registration, and interface with regulatory agencies on behalf of the clients. PUC pools its wealth of experience, competency and the good relationship it maintains with these agencies to ensure speedy conclusions of these transactions, and therefore meeting clients’ expectation.
US $76,500,000.00 Exim Bank Guaranteed Financing and Refinancing of Two Boeing Aircraft
PUC was the sole Nigerian counsel in the $76,500,000.00 PEFCO, US Exim Bank guaranteed financing, and re-financing by African Export-Import Bank (“Afrexim Bank”), for the purchase and re-purchase of 2 Boeing 737-800 aircrafts by Arik Air Limited (“Arik”). PUC acting as the sole Nigerian Counsel to lenders advised on, reviewed, and participated in the negotiation of the finance documents. Apart from advising on issues relating to structure, financing and creation of mortgage security for the lenders in accordance with Nigeria law, PUC was responsible for the stamping, and registration of the mortgages at the Federal Inland Revenue Services, the Corporate Affairs Commission, Abuja, and the Nigerian Civil Aviation Authority, and post-closing matters.
$65million Pembroke Lease SAS Aircraft Lease
PUC advised Pembroke, a wholly owned subsidiary of Standard Chartered Bank PLC on the lease of two aircrafts to Arik, a leading airline operator in Nigeria. Prior to this assignment, we had satisfactorily advised the Group on diverse areas of aviation law including, inter alia, registration, lien and repossession of aircraft, enforcement of securities, de-registration, taxation, as well as litigation relating to aircraft leasing and acquisition. The second phase, involved reviewing and advising on all the relevant lease and financial documentations for the aircrafts security, proffering legal opinions, liaising with all the relevant regulatory agencies for the importation, registration and other incidental matters relating to the aircraft lease.
Repossession/Sale of Two Oceanic Bank PLC’s Aircraft
Pursuant to a CBN directive that no Nigerian bank should maintain an aircraft, we had instructions to chart a way forward for Oceanic Bank International PLC (now Ecobank PLC) who had two aircraft in its fleet. The critical challenge was that one of the aircrafts was detained outside Nigeria, and the bank was running out of the time permitted for it to sell off its interest in compliance with the directive of the Bank. PUC not only took steps to repossess the aircraft, but was totally instrumental in guiding the client towards the full disposal of its interest in the 2 aircraft which involved the divestment of its shares. Most, if not all, of these transactions were cross-border and multi-jurisdictional in nature, and we were able to serve as one-stop legal transaction house for our clients because of our vast network of correspondent relationships with renowned law firms in various countries of the world.
Virgin Atlantic Limited & Anor v. the Honourable Minister of Aviation & Anor
At the height of the dispute between Virgin Atlantic Limited and the Federal Government, PUC was actively involved in all the litigation at the Appellate Courts. We represented Virgin Atlantic at the Court of Appeal in respect of the several matters litigated upon. In addition, we at various times attended the inter-party meetings between Virgin, Federal Ministry of Transport, Association of Airline Operators and other concerned parties. PUC participated in the in-house strategy sessions of the client, and offered both legal and commercial advice to Virgin Atlantic on the resolution of the dispute with the Federal Government, including representing Virgin Atlantic at the Senate hearing on the dispute.
$36million First Bank Export Financing Credit Agreement
In 2010, PUC acted as Borrower’s counsel for First Bank of Nigeria in a First Priority Aircraft Mortgage Agreement and Aircraft Sale and Purchase Agreement. We reviewed and advised on the above mentioned agreement including the Borrowers Loan Agreement, End Users Agreement and Escrow Agreement. PUC also reviewed, advised and collated all the condition precedent documents for the transaction as well as proffered general legal advice on the transaction structure in accordance with Nigerian law. PUC in the course of this transaction also prepared a legal opinion at the end of the transaction as well as anchor the execution, stamping and registration of the transaction and security document.
ECA Financed Arik Aircraft spare engine
PUC was the sole transaction counsel to a Union Bank Plc who advanced credit to Arik operator for the purchase of a spare engine for an aircraft in its fleet. PUC reviewed all the transaction documents in the transaction including the Airline Loan Agreement, All Parties Agreement, Export Control Agencies Loan Agreement as well as the Proceeds and Intercreditor Agreement. We were also responsible for preparing the relevant documents that constituted the final condition precedent for the transaction. Also, we also provided support services to the aviation desk of the commercial bank in its procurement of registration as a “Transaction User Entity” with the International Aircraft Registry.
