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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): August 1, 2024
 
Willis Lease Finance Corporation
(Exact Name of Registrant as Specified in Charter)
 
Delaware 001-15369 68-0070656
(State or Other Jurisdiction
of Incorporation)		 (Commission File
Number)		 (I.R.S. Employer
Identification Number)
 
4700 Lyons Technology Parkway
Coconut Creek, FL 33073
(Address of Principal Executive Offices) (Zip Code)
 
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 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 ClassTrading SymbolName of exchange on which registered
Common Stock, $0.01 par value per shareWLFCNasdaq Global Market
 
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 Exchange 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. o




Item 2.02(a) Results of Operations and Financial Condition.
 
Item 7.01 Regulation FD Disclosure.
 
The following information and exhibit are furnished pursuant to Item 2.02(a), “Results of Operations and Financial Condition” and Item 7.01, “Regulation FD Disclosure.” This information shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.
 
On August 1, 2024, the Company issued a news release setting forth the Company’s results from operations for the three and six months ended June 30, 2024 and financial condition as of June 30, 2024. A copy of the news release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 8.01 Other Events.

On July 29, 2024, the Willis Lease Finance Corporation Board of Directors declared the Company’s first regular quarterly dividend of $0.25 per share of common stock outstanding. The dividend is expected to be paid on August 21, 2024, to shareholders of record at the close of business on August 12, 2024. A copy of the news release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
 
Item 9.01 Financial Statements & Exhibits.
 
The Company hereby furnishes the following exhibit pursuant to Item 2.02(a), “Results of Operations and Financial Condition,” Item 7.01, “Regulation FD Disclosure,” and Item 8.01, “Other Events.”
 
Exhibit No. Description
99.1 
104Cover Page Interactive Data File (embedded within the Inline XBRL document)

2

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 the undersigned duly authorized officer.
 
Dated: August 1, 2024
 
 
 WILLIS LEASE FINANCE CORPORATION
  
 By:/s/ Scott B. Flaherty
 Scott B. Flaherty
 Executive Vice President and Chief Financial Officer

3

Exhibit 99.1
imagea.jpg

 
CONTACT:
Scott B. Flaherty
NEWS RELEASE Chief Financial Officer
 (561) 349-9989
 

Record Results by Willis Lease Finance Corporation
with Second Quarter Pre-tax Income of $57.9 million.
Willis Declares First, Regular Quarterly Dividend of $0.25 Per Share.
 
COCONUT CREEK, FL — August 1, 2024 — Willis Lease Finance Corporation (NASDAQ: WLFC) (“WLFC” or the “Company”) today reported record second quarter total revenues of $151.1 million and record quarterly pre-tax income of $57.9 million. The Company also announced its first regular quarterly dividend of $0.25 per share, expected to be paid on August 21, 2024, with a record holder date of August 12, 2024. For the three months ended June 30, 2024, aggregate, core lease rent and maintenance reserve revenues were at an all-time high of $118.8 million, up 32% as compared to $89.8 million in 2023. The growth was predominantly driven by core, recurring lease and maintenance revenues associated with a strong, resurging aviation marketplace, and airlines leveraging the Company’s leasing, parts and maintenance capabilities in order to avoid protracted engine shop visits.

“We have been deliberate in the selection of engines and investment in our services businesses,” said Austin C. Willis, Chief Executive Officer. “This strategy has distinguished us as a value added lessor.”

“Our financial results would not be possible without the tireless efforts of our employees,” said Brian R. Hole, President. “Their dedication to our customers and to the Company are what allow us to deliver our multi-faceted engine products and services with the speed and quality the Company’s position in the industry requires.”

Second Quarter 2024 Highlights (at or for the period ended June 30, 2024, as compared to June 30, 2023 and December 31, 2023):

•Lease rent revenue was a record $55.9 million in the second quarter of 2024, an increase of 2.7%, compared to $54.4 million in the second quarter of 2023. During the three months ended June 30, 2024, we purchased equipment (including capitalized costs) totaling $258.8 million, which consisted of three aircraft, 11 engines, and other parts and equipment purchased for our lease portfolio. During the three months ended June 30, 2023, we purchased equipment (including capitalized costs) totaling $55.8 million, which consisted of nine engines and other parts and equipment purchased for our lease portfolio.
•Maintenance reserve revenue was a record $62.9 million in the second quarter of 2024, an increase of 77.6%, compared to $35.4 million in the same quarter of 2023, reflecting the high level of usage of our assets by our customer base. Engines on lease with “non-reimbursable” usage fees generated $45.9 million of short-term maintenance revenues in 2024, compared to $28.6 million in the prior year. There was $17.0 million of long-term maintenance revenue recognized in the three months ended June 30, 2024, compared to $6.8 million long-term maintenance revenue recognized for the three months ended June 30, 2023. As of June 30, 2024 and June 30, 2023, there were $24.6 million and $19.8 million, respectively, of deferred in-substance fixed payment use fees included in Unearned revenue associated with engines on short-term leases. These deferred in-substance fixed payment use fees represent portfolio utilization beyond the maintenance reserve revenues reflected in our Unaudited Consolidated Statements of Income.
•Spare parts and equipment sales increased to $6.2 million in the second quarter of 2024, compared to $4.6 million in the second quarter of 2023. The increase in spare parts sales for the three months ended June 30, 2024 reflects variations in the timing of sales.


•Gain on sale of leased equipment was $14.4 million in the second quarter of 2024, an increase of 223.4% compared to that of the comparable period, reflecting the sale of seven engines, eight airframes, and other parts and equipment from the lease portfolio. During the three months ended June 30, 2023, we sold two engines and other parts and equipment from the lease portfolio for a net gain of $4.5 million.
•The Company generated a quarterly record of $57.9 million of pre-tax income in the second quarter of 2024, compared to the pre-tax income of $19.0 million in the second quarter of 2023.
•The book value of lease assets directly owned or through our joint ventures, inclusive of our notes receivable, maintenance rights, and investments in sales-type leases was $2,803.3 million as of June 30, 2024.
•Diluted weighted average income per common share was $6.21 for the second quarter 2024, compared to diluted weighted average income per common share of $2.02 in the second quarter of 2023.
•Book value per diluted weighted average common share outstanding increased to $73.64 at June 30, 2024, compared to $67.73 at December 31, 2023.
•The Company paid a special dividend of $1.00 per share in the second quarter and also declared its first regular quarterly dividend of $0.25 per share, expected to be paid on August 21, 2024, with a record holder date of August 12, 2024.

Conference Call

WLFC will hold a conference call on Friday, August 2, 2024 at 1:00 p.m. Eastern Daylight Time to discuss its second quarter results. Individuals wishing to participate in the conference call should dial: US and Canada (800) 289-0459, International (646) 828-8082, wait for the conference operator and provide the operator with the Conference ID 573492. The conference call may also be accessed by registering via the following link: https://event.webcasts.com/starthere.jsp?ei=1681417&tp_key=20bee9dac9. A digital replay will be available two hours after the completion of the conference. To access the replay, please visit our website at www.wlfc.global under the Investor Relations section for details.

Balance Sheet

As of June 30, 2024, the Company’s lease portfolio was $2,465.0 million, consisting of $2,317.9 million of equipment held in our operating lease portfolio, $115.5 million of notes receivable, $25.5 million of maintenance rights, and $6.2 million of investments in sales-type leases, which represented 344 engines, 12 aircraft, one marine vessel and other leased parts and equipment. As of December 31, 2023, the Company’s lease portfolio was $2,223.4 million, consisting of $2,112.8 million of equipment held in our operating lease portfolio, $92.6 million of notes receivable, $9.2 million of maintenance rights, and $8.8 million of investments in sales-type leases, which represented 337 engines, 12 aircraft, one marine vessel and other leased parts and equipment.
 
Willis Lease Finance Corporation
 
Willis Lease Finance Corporation (“WLFC”) leases large and regional spare commercial aircraft engines, auxiliary power units and aircraft to airlines, aircraft engine manufacturers and maintenance, repair and overhaul providers worldwide. These leasing activities are integrated with engine and aircraft trading, engine lease pools and asset management services through Willis Asset Management Limited, as well as various end-of-life solutions for engines and aviation materials provided through Willis Aeronautical Services, Inc. Additionally, through Willis Engine Repair Center®, Jet Centre by Willis, and Willis Aviation Services Limited, the Company’s service offerings include Part 145 engine maintenance, aircraft line and base maintenance, aircraft disassembly, parking and storage, airport FBO and ground and cargo handling services.

Except for historical information, the matters discussed in this press release contain forward-looking statements that involve risks and uncertainties. Do not unduly rely on forward-looking statements, which give only expectations about the future and are not guarantees. Forward-looking statements speak only as of the date they are made, and we undertake no obligation to update them. Our actual results may differ materially from the results discussed in forward-looking statements. Factors that might cause such a difference include, but are not limited to: the effects on the airline industry and the global economy of events such as war, terrorist activity and pandemics; changes in oil prices, rising inflation and other disruptions to world markets; trends in the airline industry and our ability to capitalize on those trends, including growth rates of markets and other economic factors; risks associated with owning and leasing jet engines and aircraft; our ability to successfully negotiate equipment purchases, sales and leases, to collect outstanding amounts due and to control costs and expenses; changes in interest rates and availability of capital, both to us and our customers; our ability to continue to meet changing customer demands; regulatory changes affecting airline operations, aircraft maintenance, accounting standards and taxes; the market value of engines and other assets in our portfolio; and risks detailed in the Company’s Annual Report on Form 10-K and other continuing reports filed with the Securities and Exchange Commission.


Unaudited Consolidated Statements of Income
(In thousands, except per share data) 

Three months ended June 30,Six months ended June 30,
 20242023% Change20242023% Change
REVENUE 
Lease rent revenue$55,866 $54,416 2.7 %$108,747 $107,636 1.0 %
Maintenance reserve revenue62,897 35,415 77.6 %106,767 58,913 81.2 %
Spare parts and equipment sales6,186 4,550 36.0 %9,474 9,602 (1.3)%
Interest revenue2,284 2,258 1.2 %4,553 4,304 5.8 %
Gain on sale of leased equipment14,428 4,461 223.4 %23,629 4,328 446.0 %
Maintenance services revenue6,781 5,849 15.9 %12,008 10,508 14.3 %
Other revenue2,678 2,047 30.8 %5,025 3,240 55.1 %
Total revenue151,120 108,996 38.6 %270,203 198,531 36.1 %
EXPENSES
Depreciation and amortization expense22,167 22,494 (1.5)%44,653 45,043 (0.9)%
Cost of spare parts and equipment sales5,437 3,058 77.8 %8,142 7,557 7.7 %
Cost of maintenance services5,671 4,843 17.1 %11,245 8,770 28.2 %
Write-down of equipment— 1,671 (100.0)%261 1,671 (84.4)%
General and administrative34,687 31,727 9.3 %64,268 59,558 7.9 %
Technical expense4,518 6,676 (32.3)%12,773 11,018 15.9 %
Net finance costs:
     Interest expense24,562 19,085 28.7 %47,565 37,474 26.9 %
Total net finance costs24,562 19,085 28.7 %47,565 37,474 26.9 %
Total expenses97,042 89,554 8.4 %188,907 171,091 10.4 %
Income from operations54,078 19,442 178.2 %81,296 27,440 196.3 %
Income (loss) from joint ventures3,825 (474)nm6,499 (1,635)nm
Income before income taxes57,903 18,968 205.3 %87,795 25,805 240.2 %
Income tax expense15,317 5,152 197.3 %24,340 7,595 220.5 %
Net income42,586 13,816 208.2 %63,455 18,210 248.5 %
Preferred stock dividends910 811 12.2 %1,810 1,612 12.3 %
Accretion of preferred stock issuance costs12 21 (42.9)%24 42 (42.9)%
Net income attributable to common shareholders$41,664 $12,984 220.9 %$61,621 $16,556 272.2 %
Basic weighted average income per common share$6.34 $2.04 $9.51 $2.65 
Diluted weighted average income per common share$6.21 $2.02 $9.22 $2.57 
Basic weighted average common shares outstanding6,570 6,354 6,479 6,239 
Diluted weighted average common shares outstanding6,714 6,442 6,687 6,449 




Unaudited Consolidated Balance Sheets
(In thousands, except per share data)
 
 June 30, 2024December 31, 2023
ASSETS
Cash and cash equivalents$5,044 $7,071 
Restricted cash142,869 160,958 
Equipment held for operating lease, less accumulated depreciation2,317,903 2,112,837 
Maintenance rights25,469 9,180 
Equipment held for sale8,058 805 
Receivables, net54,095 58,485 
Spare parts inventory81,913 40,954 
Investments63,765 58,044 
Property, equipment & furnishings, less accumulated depreciation35,968 37,160 
Intangible assets, net5,428 1,040 
Notes receivable, net115,488 92,621 
Investments in sales-type leases, net6,179 8,759 
Other assets59,477 64,430 
Total assets$2,921,656 $2,652,344 
LIABILITIES, REDEEMABLE PREFERRED STOCK AND SHAREHOLDERS’ EQUITY
Liabilities:
Accounts payable and accrued expenses$89,161 $52,937 
Deferred income taxes169,933 147,779 
Debt obligations1,946,761 1,802,881 
Maintenance reserves104,724 92,497 
Security deposits28,936 23,790 
Unearned revenue39,735 43,533 
Total liabilities2,379,250 2,163,417 
Redeemable preferred stock ($0.01 par value)49,988 49,964 
Shareholders’ equity:
Common stock ($0.01 par value)71 68 
Paid-in capital in excess of par31,683 29,667 
Retained earnings452,263 397,781 
Accumulated other comprehensive income, net of tax8,401 11,447 
Total shareholders’ equity492,418 438,963 
Total liabilities, redeemable preferred stock and shareholders’ equity$2,921,656 $2,652,344 


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Aug. 01, 2024
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Document Type 8-K
Document Period End Date Aug. 01, 2024
Entity Registrant Name Willis Lease Finance Corp
Entity Central Index Key 0001018164
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Entity Incorporation, State or Country Code DE
Entity File Number 001-15369
Entity Tax Identification Number 68-0070656
Entity Address, Address Line One 4700 Lyons Technology Parkway
Entity Address, City or Town Coconut Creek
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Entity Address, Postal Zip Code 33073
City Area Code 561
Local Phone Number 349-9989
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Title of 12(b) Security Common Stock, $0.01 par value per share
Trading Symbol WLFC
Security Exchange Name NASDAQ
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