Aircraft Registration Conference

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Agenda

Day 1 – Thursday, February 9, 2012

8:00 am – 8:30 am
Registration and Breakfast

Breakfast is included in the Conference Registration

8:30 am – 8:45 am
Welcome
8:45 am – 9:15 am
The FAA Registry on the Razor’s Edge

Presented by: Susan Haught, Esq., Daugherty, Fowler, Peregrin, Haught & Jenson and Scott McCreary, McAfee & Taft

  • Aircraft re-registration update – How to stay in compliance; what to do if things go wrong
  • Non-U.S. citizen beneficiary trust update – Can you still use them? Best practices in unsettled times
9:15 am – 9:45 am
Back to the Basics – An Examination of United States Citizenship; Aircraft Registration and Alternatives for Non-U.S. Citizens

Presented by: Susan Haught, Esq., Daugherty, Fowler, Peregrin, Haught & Jenson and Scott McCreary, McAfee & Taft

  • United States citizenship of corporations and limited liability companies
  • Owner trustees and the use of non-citizen trusts
  • Voting Trusts
  • "Based and primarily used" registration
  • Control of voting interests
9:45 am – 10:15 am
Morning Break
10:15 am – 11:15 am
If Things Are Better, Why Am I Still Nervous – Reducing Risks in a Closing

Presented by: Eileen M. Gleimer, Crowell & Moring, LLP; Frank L. Polk, McAfee & Taft; and Joel Shapiro, Blank Rome

  • The search for liens – FAA, international registry, state and federal
  • Escrow closings and best practices: Knowing the escrow company, escrow agreements, asking the right questions, insurance and protecting against risk
  • Best practices in connection with closing
  • Escrow account issues
  • Back-to-back closings
  • The Patriot Act and anti-money laundering issues
  • The emergence of title insurance
11:15 am – 12:15 pm
The Cape Town Convention – Issues and Lessons Learned After Five Years

Presented by: Kenneth Basch, Basch & Rameh; Will van Egmond, Crowe & Dunlevy; and John Pritchard, Holland & Knight

  • The Revised Official Commentary and coming soon: the revised Revised Official Commentary
  • What’s worked well and best practices
  • Challenges and the proverbial gray areas
  • The new ratification count (48) and what that means
  • Challenges with implementing the Cape Town Convention in a civil law country
12:15 pm – 1:00 pm
Networking Lunch

Lunch is included in the Conference Registration.

1:00 pm – 1:30 pm
Featured Speaker

Joseph R. Standell, Esq., Assistant Chief Counsel, Federal Aviation Administration Aeronautical Center

1:45 pm – 2:30 pm
Aviation Insurance: If There’s a Razor Involved, You Need Insurance

Presented by: Brint Smith, John F. Throne & Co.

What if there's an incident? Will insurance respond as intended? From experience, our parents taught us the risks of and how to safely operate a "razor" including what to do when the inevitable happened. The trouble with business aviation incidents is that they are infrequent, variable and complex. Through scenario analysis, learn how to prepare and plan for any incident and ensure your insurance will work as intended.

  • Scenario
  • Emergency/contingency planning
  • Claims management – benefits of planning
2:30 pm – 3:15 pm
Recent Aviation Litigation

Presented by: David Cheek, Cheek and Falcone and Robert Torricella, Wilson Elser

  • Personal property tax liens
  • Mechanics liens
  • Junior lien creditors
  • Escrow agents’ duties to lenders
  • Pending litigation
3:15 pm – 3:45 pm
Afternoon Break
3:45 pm – 4:30 pm
On the Wrong Side of the Razor: Repossessions and Remedies

Presented by: Jeff Peier, Klenda Austerman LLC; H. Lee Rohde, Aviation Management Systems, Inc.; and Bob Simons, Reed Smith

  • What does the security agreement or lease really say? Can I do that?
  • The UCC meets Cape Town, state lien laws and the bankruptcy code
  • Repossession under UCC 9-610 or 9-620
  • Lender’s headaches and concerns, including: aircraft registration, state tax issues, insurance issues, operational issues, RVSM, preserving the deficiency, notice of default and sale, marketing the arcraft, negotiating the LOI and purchase agreement, title and warranties of title
  • Closing the deal
  • Anti-money laundering considerations
  • Know Your Customer (KYC)
  • Managing the unintended fleet
4:30 pm – 5:15 pm
Featured Speaker: Business Aviation Market on the Razor’s Edge of Recovery

Presented by: Dean Roberts, Director of Market Analysis Corporate & Regional Engines, Rolls-Royce North America, Inc.

  • What are the live economic issues we need to worry about?
  • Does history have anything to contribute to our understanding?
  • Where is the market now (pre-owned, new)?
  • Segments and geography; how are they different?
  • So why all the fuss about China?
  • Let’s explore some different futures
  • Are we on the cusp? What are the signals to watch for?
5:15 pm
Day 1 Ends
5:30 pm
On the Razor’s Edge of Cocktails

Sponsored by: Banc of America Leasing

Join the presenters and your fellow attendees for a drink, hors d'oeuvres, networking and socializing.

Day 2 – Friday, February 10, 2012

8:00 am – 8:30 am
Networking Breakfast
8:30 am – 8:45 am
Introduction to Day 2 – Aviation: On the Razor’s Edge of Recovery
8:45 am – 9:45 am
The Leasing/Financing Market: Seeking Recovery along the Razor’s Edge

Presented by: Michael Amalfitano, Banc of America Leasing; Wayne Starling, PNC Bank; and Ford von Weise, The Citi Private Bank, Citibank, N.A.

  • Are banks really lending – really? Stop blaming the lack of an industry recovery on lenders!
  • Money, money – where is the money today and has lending really improved?
  • Have the new challenges in the financial markets had an impact on aircraft finance?
  • Is the future for aircraft finance really offshore? If it is a global business, better have a razor’s edge!
  • Where in the world are transactions taking place?
  • What challenges face financiers where there is action (offshore or in North America)?
  • What are client’s attitudes and expectations in this market?
  • With the market being bifurcated, what impact does this have on financing?
  • With bonus depreciation going away how will this effect lending? Will stimulus ending dull razor's edge of ownership?
  • What is the right type structure for today’s market – lease, loan, asset-based, cash, and why? Corporation or high net worth individual, who has the edge?
  • Asset-based lending vs. relationship lending – how can I tell the difference?
9:45 am – 10:15 am
Morning Break
10:15 am – 11:15 am
Emerging Issues at the Razor’s Edge in Lease/Loan Structuring and Documentation

Presented by: Edward Gross, Vedder Price; Jason Huff, Moore & Van Allen; Edward Kammerer, Hinckley, Allen & Snyder, LLP; and David Parr, Banc of America Leasing

  • Common issues in documentation of a loan agreement, lease and security agreement
  • Credit underwriting
  • Asset/collateral valuation
  • Use of non-citizen trusts
  • FAA re-registration and renewal issues
  • Lessor liability (Vreeland case)
  • Prospective lease accounting changes
  • Tax developments including bonus depreciation phase-out
  • Unique helicopter issues
  • Market developments
11:15 am – 12:15 pm
Letters of Intent (LOIs) and Purchase Agreements (PAs) – Are You Ready To Ride The Razor?

Presented by: Stewart Lapayowker, Stewart H. Lapayowker, P.A.; Alvaro Pascotto, Morrison & Foerster, LLP; Stewart Pearl, Pearl Professional Corporation; and Jeff Wieand, Boston JetSearch, Inc.

  • LOIs/offers to purchase – why use them and should they be binding?
  • The function of deposits
  • The pre-owned aircraft purchase agreement, including how they work, differences between "hard" and "soft" deals, and the importance of pre-purchase inspections
  • The factory-new aircraft purchase agreement, including how they differ from pre-owned purchase agreements and "slot" sales
  • Market perspectives: buyer, seller, lender/lessor
12:15 pm – 1:00 pm
Networking Lunch

Lunch is included in the Conference Registration.

1:00 pm – 1:30 pm
Featured Speaker: OEM Perspective

Ernest Edwards, President, Embraer Executive Jets

  • Corporate overview
  • Product updates
  • Market review
1:45 pm – 3:15 pm
Looking for the Recovery in Asia: Doing Business in Asia – Is It the Next Big Thing?

Presented by: Kirsten Bartok, AirFinance Leasing Corp, LLC and Richard Stock, Mayer Brown JSM and Jeffrey C. Lowe, Business Aviation Asia Ltd.

A panel of attorneys, lenders and operators will discuss the current pitfalls and future opportunities of doing business in the business aviation market in Asia:

  • Breaking into the market
  • Best practices in negotiating and closing deals
  • Maintaining and expanding the business
3:15 pm – 3:30 pm
Afternoon Break
3:30 pm – 4:30 pm
Examining FAA’s Proposed Guidance on Non-U.S. Citizen Trusts

Moderator: Frank Polk, McAfee & Taft

Presented by: Jon Croasman, Wells Fargo; Scott McCreary, McAfee & Taft; Susan Haught, Daugherty, Fowler, Peregrin, Haught & Jenson; Robert J. Perkins, Wilmington Trust Company; John Pritchard, Holland & Knight; Joseph R. Standell, FAA

FAA’s long-awaited “Notice of Proposed Policy Clarification for the Registration of Aircraft to U.S. Citizen Trustees in Situations Involving Non-U.S. Citizen Trustors and Beneficiaries” will be published in the Federal Register this week. To address this important, timely topic in detail, a new panel has been added to the 2012 Aircraft Registration Conference.

For More Information

For general information, contact NBAA's Dina Green at (202) 783-9357.

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