David C. Agee

Aviation Industry

• Represented long-term client in negotiation of purchase agreement for 50 new Airbus longest-range version of its A321 aircraft, the A321 XLR.
• Advised major commercial airline on complex transaction involving acquisition of 47 Boeing 787 aircraft and associated engines, and comprehensive long-term engine maintenance agreement.
• Lead counsel for airline in connection with firm order of 100 Boeing 737 MAX aircraft, plus options, and restructuring of existing purchase and other agreements regarding Boeing 787, 737NG and 777 aircraft and associated engines.
• Co-counsel for commercial airline in connection with large aircraft order (935 firm and option aircraft), including classic and new engine aircraft.
• Lead counsel for airline in connection with cross-border sale-leaseback of multiple aircraft with aggregate transaction value of approximately $200 million.
• Counsel for commercial airline in multiple owner participant and owner trustee transfers.
• Persuaded Federal Aviation Administration (FAA) to reduce proposed civil penalty by 79 percent.
• Counsel for international charter and aircraft management company in regard to regulatory, operational and commercial transaction issues, including special projects, charter agreements and aircraft management agreements.
• Represented commercial airline in connection with multiple used aircraft dispositions, including transactions involving buyers located in Australia, Nepal, Mongolia and Russia.
• Lead counsel for airline in connection with firm order and financing transaction for 150 commercial aircraft, plus options for an additional 150 aircraft.
• Counsel for charter company in connection with acquiring DOT issuance of a Certificate for Public Convenience and Necessity authorizing domestic and international charter operations of an Airbus A319 VIP aircraft.
• Provided outside general counsel services for a major business aviation maintenance and overhaul facility and completion center, including negotiation of completion agreements for large VIP aircraft.
• Co-counsel in connection with merger of two commercial airlines.
• Served as special counsel in providing lex situs opinions for foreign lenders in connection with U.S. deliveries of new and used aircraft.
• Served as outside general counsel for major maintenance, repair and overhaul facility for large aircraft engines.
• Lead counsel for commercial airline in connection with engine selection campaigns for Boeing and Airbus aircraft, and associated long-term engine maintenance agreements (power by the hour [PBH]).
• Served as counsel in connection with numerous new and used aircraft acquisition, sales, financing and leasing transactions for U.S. and foreign airlines and business aviation clients, including those based in Mexico, Saudi Arabia and Turkey.
• Negotiated purchase agreements for one of the largest buyers of Embraer Phenom aircraft, valued at $75+ million.
• Represented major commercial airline in the negotiation of purchase agreements for 85 of Airbus's A321neo family aircraft and 85 of Boeing's 737 MAX 10 aircraft, co-leading aircraft transactions.

General Corporate Matters

• Counsel in connection with multiple merger and acquisition transactions involving privately and publicly held companies, manufacturing facilities, aviation companies, and lodging and healthcare-related organizations with consolidated enterprise values generally ranging from $10 million to $250 million.
• Co-counsel for majority shareholder of public company in going private transaction, with transaction value of approximately 1.8 billion.
• Represented real estate development company in connection with divestiture, reorganization and refinancing of multiple residential and commercial developments.
• Counsel in connection with divestiture and reorganization of multiple automotive dealerships.
• Counsel for controlling shareholder in restructuring/going private transaction involving publicly held hotel and management company with enterprise value of approximately $900 million.
• Counsel for agribusiness in converting to an employee stock ownership plan with an enterprise value in excess of $50 million.