Carlyle Aviation Partners Ltd. entered into a definitive agreement to acquire Fly Leasing Limited (NYSE:FLY) from others for approximately $520 million on March 27, 2021. Under the terms of the agreement, Carlyle Aviation Partners will pay $17.05 per share, representing a total equity valuation of approximately $520 million. The total enterprise value of the transaction is approximately $2.36 billion. RBC Capital Markets is providing financing to Carlyle Aviation on the transaction. The merger agreement provides for a termination fee of $15.6 million payable by Fly to Carlyle under specific circumstances listed in the merger agreement. Following the closing of the transaction, FLY shares will no longer be listed on the New York Stock Exchange and the company will become part of Carlyle Aviation. The transaction is subject to customary closing conditions, including applicable regulatory clearance, any applicable waiting period (and any extension thereof) under Antitrust Laws shall have expired or been terminated and the approval of FLY’s shareholders. Board of Directors of FLY, acting upon the recommendation of a special committee appointed by the Board of Directors and consisting solely of independent and disinterested directors, and has unanimously recommended that FLY shareholders vote in favor of the transaction. Carlyle Aviation's Board of Directors unanimously approved the transaction. The shareholders of Fly Leasing approved the transaction on June 10, 2021. The transaction is expected to close in the third quarter of 2021. As reported on June 10, 2021, the transaction is expected to close prior to the end of July, 2021. Kirkland & Ellis LLP acted as legal advisor to BBAM LP, FLY’s manager and servicer. Goldman Sachs & Co. LLC acted as financial advisor and Barbara Becker, Boris Dolgonos and Saee Muzumdar of Gibson, Dunn & Crutcher LLP, Clifford Chance US LLP, Conyers Dill & Pearman, London Office and Colm Fanning of McCann Fitzgerald acted as legal advisors to Fly Leasing Limited. RBC Capital Markets, LLC acted as financial advisor and Dean W. Sattler, Drew S. Fine, Max Goodman, Charles Stern, Brett Nadritch, Dara Panahy, Teresa Chen and Iliana Ongun of Milbank LLP and Wakefield Quin Limited acted as legal advisors to Carlyle Aviation Partners. Carlyle Aviation Partners Ltd. completed the acquisition of Fly Leasing Limited (NYSE:FLY) on August 2, 2021. AirAsia Group Berhad received gross proceeds of $56.83 million for its 10.94% stake. Carlyle Aviation used funds from its fifth aviation fund, SASOF V, for this acquisition. The closing of the transaction follows the receipt of regulatory approval from all government authorities required by the merger agreement.