On May 28, 2024, FTAI Aviation (FTAI), an owner and operator of commercial jet engines, announced that it has entered into definitive agreements providing for the internalization of the company’s management operations. Pursuant to the internalization agreement, FTAI and FIG LLC terminated the Management and Advisory Agreement dated July 31, 2022, and the Services and Profit Sharing Agreement dated November 10, 2022, effective as of May 28, 2024. FTAI's board of directors established a special committee of independent and disinterested directors to negotiate and approve the terms of the internalization. Wilson Sonsini Goodrich & Rosati advised the special committee in connection with the internalization.

As part of the agreement, FTAI will pay FIG LLC $150 million in cash, cover all accrued but not paid compensation and other expenses, and issue 1,866,949 ordinary shares to FIG LLC. As a result of the termination of the Management and Advisory Agreement, and subject to an agreed-upon transition, FTAI has ceased to be externally managed and now operates as an internally managed company. FTAI expects that the internalization will lead to cost savings and value for shareholders.

The Wilson Sonsini team that advised FTAI’s special committee on the transaction includes:

Corporate
William Chandler
Ryan Greecher
Doug Schnell
Angie Flaherty
Emma Sarkisyan
Sara Hand

Technology Transactions
Chris Paniewski
Patrick Messenger

Tax
Myra Sutanto Shen
Jason Sacks

Employee Benefits and Compensation
David Thomas
Matthew Norgard

Trademark
Aaron Hendelman

For more information, please see FTAI's news release.