Current Report Filing (8-k)
February 10 2015 - 3:23PM
Edgar (US Regulatory)
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): February 6, 2015
Commission File No.: 001-13387
AEROCENTURY CORP.
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(Exact name of registrant as specified in its charter)
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Delaware
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(State or Other Jurisdiction of incorporation)
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(I.R.S. Employer Identification No.)
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1440 Chapin Avenue, Suite 310
Burlingame, CA 94010
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94010
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(Address of principal executive offices)
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(Zip Code)
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Registrant’s telephone number, including area code:
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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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
oSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
oPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
oPre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 5.02: Election of Director
On February 6, 2015, the Board of Directors of AeroCentury Corp. adopted a resolution increasing the authorized number of members of the Board of Directors to 6. The newly created seat on the Board of Directors was designated as a Class II director seat, the term for which expires at the May 2015 Annual Stockholders' Meeting. On the same date, the Board of Directors appointed Mr. David P. Wilson to fill the vacancy created by this new seat. Mr. Wilson retired in 2014 from GE Capital Aviation Services, one of the world's largest aircraft leasing companies, after a 21 year tenure, most recently as Senior Vice President focusing on worldwide asset sales and aircraft securitization. The Board also also appointed Mr. Wilson to the Audit Committee of the Board of Directors.
On February 9, 2015, the Company issued a press release announcing the appointment of Mr. Wilson to the Board of Directors, a copy of which is attached hereto.
Item 9.01: Financial Statements and Exhibits
(d) Exhibits
| Exhibit No. |
Document |
| 99.1 |
Press Release dated February 9, 2015 |
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 thereeunto duly authorized.
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AEROCENTURY CORP. |
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| Date: February 10, 2015 |
By: |
/s/ Neal D. Crispin |
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Title: President |
Toni Perazzo
Chief Financial Officer
(650) 340-1888
FOR IMMEDIATE RELEASE
AEROCENTURY CORP. ANNOUNCES ADDITION TO BOARD OF DIRECTORS
(BURLINGAME, CA), February 9, 2015 — AeroCentury Corp. (NYSE MKT: ACY), an independent aircraft leasing company, today announced the addition of David P. Wilson to its Board of Directors.
“Dave Wilson brings over thirty years of aircraft finance and trading experience to the Board,” said Neal D. Crispin, President and Chief Executive Officer. “We are pleased to have Dave join AeroCentury.”
After 21 years, Wilson retired in 2014 from GECAS, one of the world’s largest aircraft leasing companies, where he was Senior Vice President, focusing on asset sales and aircraft securitizations to a worldwide investor base. Prior to joining GECAS, Wilson was in Citicorp’s equipment finance and leasing division. He started his career with the public accounting firm of Ernst & Young.
Wilson received a Bachelor’s Degree in Accounting and Finance from Boston College and a MS/MBA in Finance from Drexel University.
“Dave’s vast experience and industry knowledge will be valuable to the Board. He is joining AeroCentury at a time when the Company is successfully implementing its strategy to upgrade its aircraft portfolio, having added two new regional jet aircraft types and one new turboprop aircraft type while recently selling, or writing down with the intention of selling, older aircraft. The Company’s aircraft that are being held for sale constitute 3% of the current book value of our portfolio,” said Neal Crispin. “The average age of the Company’s leasing portfolio today is about 13 years, having decreased 28% from about 18 years in January 2014. In addition, the average remaining lease term for the portfolio today is approximately 60 months, having increased 67% in the last 12 months from approximately 36 months.”
AeroCentury is an aircraft operating lessor and finance company specializing in leasing regional aircraft and engines utilizing triple net leases. The Company’s aircraft and engines are leased to regional airlines and commercial users worldwide.
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