Our team combines sophisticated transactional capabilities with extensive regulatory knowledge to deliver high-caliber results to both aviation clients as well as clients leveraging aviation. We regularly represent owners of private and commercial aircraft, purchasers, sellers, lessors, lessees, lenders and other financiers, aircraft manufacturers, and FAA certified operators, among others, in a broad range of transactions.

For more than a decade we've supported unmanned systems companies and the entities that have need for them.  We regularly counsel clients on aviation and trade compliance matters, including the FAR and ITAR requirements applicable to unmanned operations, such as operating best practices, public use analysis, service contract and research arrangement guidelines.  We leverage hands-on operational experience assisting clients with developing and implementing policies and procedures, supporting all stakeholders seeking to integrate drones into their operations safely and securely.  

 

With extensive experience in nearly every form of aviation-related transaction, we thoroughly understand the specific nuances of structuring and successfully closing your aviation deals and disputes.

Services

Ownership and Operation

  • Formation of aviation related businesses and ownership entities

  • Aviation ownership and operating structures

  • Joint Use / Fractional Ownership / Time Shares / Co-Ownership

  • Dry and Wet Leasing Arrangements

  • Corporate Flight Department Policies

  • Personal and Business Use Policies

  • Risk Management

  • Insurance Recovery

Aircraft Transactions

  • Aircraft acquisition and disposition planning

  • Aircraft Purchase and Sale Agreements

  • Finance structuring

  • Charter and Lease Agreements

  • Aircraft Management Agreements

  • Maintenance Agreements

  • Title, liens, and security interests

  • Aircraft registration and deregistration

  • FAA Tail-number Blocking

  • Hangar Lease Agreements

  • Pilot Agreements

  • Employment Agreements / Independent Contractor Agreements

  • Aircraft technology licensing

  • Product distribution of airframes, systems, and components, and parts

Company Acquisitions, Financings, and Lendings

  • Buy- and sell-side mergers, acquisitions, and divestitures of aviation companies and large portfolios

  • Industry roll-ups

  • Capital-raises

  • Finance structuring, including both debt and equity financings

  • Senior and subordinated loans

  • Capital tax leases

  • Equipment financing

Regulatory Compliance

  • FAA, DOT and NTSB regulations and compliance

  • Federal Aviation Regulations (FAR)

  • Administrative proceedings and enforcement actions

  • Licensing and certification of aviation operations, including FAR Part 91 general aviation, FAR Part 135 air charter, and FAR Part 145 repair stations

  • Certification of products, including Type Certificates and Supplemental Type Certificates

  • Import / export compliance under the International Traffic in Arms (ITAR) and Export Administration Regulations (EAR)

  • Aviation policy outreach and legislative advocacy

Tax Matters

  • Acquisition and disposition planning

  • Sales and use tax

  • Federal excise tax

  • Personal / entertainment use

  • Depreciation

  • Passive activity losses

Unmanned Aircraft Systems

  • FAA Small UAS Rule (Part 107)

  • Federal and state regulatory compliance

  • Operator and airworthiness certifications

  • Use exemptions

  • Insurance

  • Flight operations (airspace, training, manuals, checklists)

  • International trade objectives

  • UAS Service Agreements

  • Insurance and liability

  • Technology transfer and licensing

Representative Transactions

Aircraft Ownership / Finance    

  • Led negotiations and acquisitions of aircraft fleets and operating facilities.

  • Restructured fleet aircraft leveraged financing with complex parts pool securitization structure.

  • Advised public, private, and family partnership clients on the financing of business aircraft.

  • Developed special purpose acquisition company (SPAC) joint venture to purchase and operate special operations airlift support aircraft.

  • Advised on development of new Part 91, Subpart K fractional ownership program

  • Handled sale of multiple portfolio aircraft during lease to air carrier.

  • Led litigation strategy for owner in obtaining treble-damages judgment by lessee's civil theft of aircraft after failing to satisfy return conditions.

  • Assisted buyer in post-closing settlement of dispute with seller over existence of condition of uninspected engine which suffered foreign object damage (FOD) loss.

Carrier / Owner Operations

  • Represented owner and lessor entities in their leasing of an N-registered passenger aircraft to a South American airline, which required negotiation of consent of lease terms with senior and junior commercial lien holders.

  • Counseled a multitude of private owner clients in the development of ownership and operating dry- and wet-lease structures.

  • Secured authority for air carrier clients to operate aircraft in support of mission requirements in Iraq, Afghanistan, S. Sudan, Africa and South America.

  • Represented several public and private companies regarding business aircraft use policies and procedures.

  • Negotiated and drafted wet-lease and aviation master services agreements for survey aircraft operator conducting high risk, low-level mineral exploration survey operations in austere foreign areas of operation.

  • Represented U.S. carrier with addition of N-registered aircraft on Australian Air Operator’s Certificate to overcome FAR operating restrictions on U.S. pilots.

  • Advised client on establishment of on-demand carrier’s operations in North Africa.

  • Counseled an air operator on U.S. Air Mobility Command CARB certification requirements.

  • Counseled various on-demand carriers on initial carrier certification applications.

  • Obtained Section 333 exception certificates for various operators’ commercial use of UAS.  

  • Interpreted regulatory issues for compliance under FAR Part 119, FAR Part 135, and operations specifications and General Operations Manuals.

  • Advised real estate developer on Small Unmanned Aircraft (FAR Part 107) regulatory requirements.

  • Advised air ambulance healthcare provider with aircraft services contract for its fixed-wing requirements with aircraft supplier.

Manufacturing and Certification

  • Worked as outside general counsel for multiple UAS manufacturers in new aircraft development projects ranging from small- to mid-sized airframes, and major modifications to existing aircraft.

  • Assisted aircraft providers in securing Supplemental Type Certificates (STC) for major modifications to accommodate sensing technologies, defense training applications, and multimodal operations.

  • Acted as outside general counsel to fully acrobatic, multi-engine Javelin jet program manufacturer (ATG), assisted with FAR Part 23 certification program, and worked directly with executive leadership and the board on all legal matters.

  • Acted as outside general counsel for fixed-wing vertical takeoff aircraft manufacturer (XTI).

  • Counseled light-sport aircraft (LSA) manufacturer on certification and regulatory exemptions.

Regulatory Counseling

  • Advised space transportation engineering firm on Space Act compliance.

  • Counseled U.S. aircraft manufacturers on various bilateral agreement requirements in development of overseas distributor network. 

  • Conducted outside audit for public company of its executive personal and business aircraft use cost reimbursements, presented Audit Committee and the board on irregular findings, and worked with general counsel on implementation of corrective measures and perquisite report to the SEC.

  • Counseled domestic air carrier on local air operator requirements under ICAO and various African states’ regulations to support carrier's USAID contracted relief efforts.

  • Advised defense contractor on legal implications of hostile foreign extraction of confidential asset.

  • Negotiated release of U.S. air carrier’s chief pilot detained by Greek aviation authority for local compliance violations.

Airport & Off-Airport   

  • Negotiated penalty-free resolution of FAA enforcement action of unapproved operator’s commercial use of UAS.

  • Advised real estate developers on FAA’s hazard determination process to mitigate interference with development projects.

  • Represented buyer on private airport acquisition involving environmental legacy concerns from fuel farm activities and conflicting air space requirements with regional airport.