Atlantic Aviation and Ross Aviation’s Agreement to Combine FBO Networks

Kirkland & Ellis and Walkers Global served as legal counsel to Atlantic Aviation and KKR. Jefferies, LLC and Harris Williams served as financial advisors to Ross Aviation and KSL and Simpson Thacher & Bartlett served as legal counsel.

Atlantic Aviation and Ross Aviation has agreed to combine to create a leading aviation infrastructure platform with one of the largest networks of fixed base operators in North America.

Upon closing, the combined company will operate as Atlantic Aviation. KKR will be the majority shareholder in the combined company and an affiliate of KSL Capital Partners, LLC (“KSL”), Ross Aviation’s principal shareholder, will join KKR as a significant minority investor in the company.

The combination of Atlantic Aviation and Ross Aviation brings together two leading aviation infrastructure networks with highly complementary geographical footprints and a shared focus on operational excellence and exceptional customer service. Atlantic Aviation and Ross Aviation’s experienced operating teams will come together to drive further investment in critical aviation infrastructure and to strengthen Atlantic Aviation’s position as an industry leader in safety, sustainability, hospitality and technology innovation.

The transaction is expected to close in the first half of 2022, subject to regulatory approvals and other customary closing conditions. Financial terms of the transaction were not disclosed.

Atlantic Aviation operates one of the leading networks of fixed base operators in North America, providing a full suite of critical services to the private aviation sector. 

Headquartered in Denver, Ross Aviation and its affiliated companies are dedicated to soaring higher – in the flight hospitality services they provide and the environment they create for both customers and team members. 

KR is a leading global investment firm that offers alternative asset management and capital markets and insurance solutions. 

KSL Capital Partners, LLC is a private equity firm specializing in premier travel and leisure enterprises in five primary sectors: hospitality, recreation, clubs, real estate, and travel services.

The Walkers’ team was led by Cayman Islands partner Bicrom Das (Picture), with assistance from associates Sam Francis, Arezou Rezai and Miriam el Ofir. Cayman Islands aviation specialist Sarah Humpleby and partner Nick Dunne advised on aviation and licensing matters respectively. 

The Kirkland team was led by corporate partners John Pitts and Emily Lichtenheld and associates Fern Langa and Monica Dion; tax partner David Wheat and associate Ryan Phelps; antitrust partner Carla Hine; investment funds partners Michael Belsley and Matt Nadworny; and debt finance partners Lucas Spivey and Jordan Roberts and associate Osaro Aifuwa.

The Simpson Thacher team included Ben Schaye, William Allen and Beini Chen (M&A); Tom Wuchenich, Lauren King and John Kreager (Funds); Benjamin Rippeon, Tyler Robbins and Lina Pan (Tax); Christopher Brown, Noah DeBlasi and Collin Hunt (Credit); Tristan Brown, Alyssa Ohanian and Brian Chung (Executive Compensation and Employee Benefits); Genevieve Dorment, Alysha Sekhon and Benjamin Hart (Intellectual Property); and Krista Miniutti, Krista McManus and Dennis Loiacono (Real Estate).

Involved fees earner: Osaro Aifuwa – Kirkland & Ellis; Michael Belsley – Kirkland & Ellis; Monica Dion – Kirkland & Ellis; Carla Hine – Kirkland & Ellis; Fernanda Langa – Kirkland & Ellis; Emily Lichtenheld – Kirkland & Ellis; Matt Nadworny – Kirkland & Ellis; Ryan Phelps – Kirkland & Ellis; John Pitts – Kirkland & Ellis; Jordan Roberts – Kirkland & Ellis; Lucas Spivey – Kirkland & Ellis; David Wheat – Kirkland & Ellis; William Allen – Simpson Thacher & Bartlett; Christopher Brown – Simpson Thacher & Bartlett; Tristan Brown – Simpson Thacher & Bartlett; Beini Chen – Simpson Thacher & Bartlett; Brian Chung – Simpson Thacher & Bartlett; Noah DeBlasi – Simpson Thacher & Bartlett; Genevieve Dorment – Simpson Thacher & Bartlett; Benjamin Hart – Simpson Thacher & Bartlett; Collin Hunt – Simpson Thacher & Bartlett; Lauren King – Simpson Thacher & Bartlett; John Kreager – Simpson Thacher & Bartlett; Dennis Loiacono – Simpson Thacher & Bartlett; Krista McManus – Simpson Thacher & Bartlett; Krista Miniutti – Simpson Thacher & Bartlett; Alyssa Ohanian – Simpson Thacher & Bartlett; Lina Pan – Simpson Thacher & Bartlett; Benjamin Rippeon – Simpson Thacher & Bartlett; Tyler Robbins – Simpson Thacher & Bartlett; Benjamin Schaye – Simpson Thacher & Bartlett; Alysha Sekhon – Simpson Thacher & Bartlett; Thomas Wuchenich – Simpson Thacher & Bartlett; Bicrom Das – Walkers Global; Nick Dunne – Walkers Global; Miriam El Ofir – Walkers Global; Sam Francis – Walkers Global; Sarah Humpleby – Walkers Global; Arezou Rezai – Walkers Global;

Law Firms: Kirkland & Ellis; Simpson Thacher & Bartlett; Walkers Global;

Clients: Atlantic Aviation; KKR; KSL Capital Partners; Ross Aviation LLC;

Author: Sonia Carcano