Current Report Filing (8-k)
2020年2月13日 - 11:26PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Current Report
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
February 13, 2020
Willis Lease Finance Corporation
(Exact name of registrant as specified in
its charter)
Delaware
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001-15369
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68-0070656
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(State or other jurisdiction
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(Commission
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(IRS Employer
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of incorporation)
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File Number)
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Identification No.)
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4700 Lyons Technology Parkway
Coconut Creek, FL 33076
(Address of principal executive offices)
Registrant's telephone number, including
area code: (561) 349-9989
Not Applicable
(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:
¨ 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))
Securities registered pursuant to Section 12(b) of the Act:
Title of Each Class
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Trading Symbol
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Name of exchange on which
registered
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Common stock, $0.01 par value per share
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WLFC
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NASDAQ
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Indicate by check mark whether the registrant
is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this
chapter) or Rule 12b-2 of the Securities Act of 1934 (§240.12b-2 of this chapter).
Emerging growth
company ¨
If an emerging growth company, indicate
by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial
accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
On February 13, 2020, Willis Lease Finance Corporation issued
a news release announcing the offering of $366.2 million of fixed rate notes by its direct, wholly-owned subsidiary Willis Engine
Securitization Trust II, to be renamed on or prior to the closing date Willis Engine Structured Trust V (“WEST”).
A copy of the news release is attached hereto as Exhibit 99.1
and is incorporated herein by reference. The news release shall not constitute an offer to sell or a solicitation of an offer
to buy, nor shall there be any sale of, the Notes in any jurisdiction in which such offer, solicitation or sale would be unlawful.
The Notes will not be registered under the Securities Act of 1933, as amended (the “Securities Act”), and may not
be offered or sold in the United States absent registration or an applicable exemption from registration requirements. The Notes
are being offered only to qualified institutional buyers under Rule 144A under the Securities Act and outside the United States
in compliance with Regulation S under the Securities Act.
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Item 9.01.
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Financial Statements and Exhibits.
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(d) Exhibits:
SIGNATURES
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 its undersigned duly authorized officer.
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WILLIS LEASE FINANCE CORPORATION
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Date: February 13, 2020
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By:
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/s/ Dean M. Poulakidas
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Dean M. Poulakidas
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Senior Vice President and General Counsel
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Willis Lease Finance (NASDAQ:WLFC)
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