Vinson & Elkins regularly represents airlines in the United States, as well as international airlines, regional airlines, private equity and hedge fund investors, other financial institutions, and other industry participants in connection with aviation matters, including aerospace. With more than 40 years of airlines experience, our team is equipped to provide not only a historical understanding of the aviation market, but also practical advice in the context of current market trends.
Our lawyers assist aviation clients in a variety of transactions, including strategic mergers, acquisitions and divestitures, capital markets offerings of public and private securities, joint ventures and alliances, aircraft lease transactions, the purchase and sale of airport slots, the modernization of airport facilities, and management of mainline carriers and regional relationships. Additionally, Litigation, Antitrust, Restructuring, Executive Benefits, Corporate Governance, Finance, Bankruptcy, Environmental, Intellectual Property and Labor lawyers across the firm provide industry-specific, tailored supplemental advice to our Airlines & Aviation team in such transactions.
Experience
Southwest Airlines Co. in its $500 million public offering of investment grade notes
Southwest Airlines in its $3.4 billion acquisition of AirTran Holdings
Continental Airlines in its $3.2 billion all-stock merger with United Airlines
An airline in antitrust litigation brought on by the U.S. Department of Justice challenging the proposed merger of American Airlines and US Airways
An airline in an arbitration proceeding concerning a contract dispute with one of its spinoffs in which the company reduced its rates by over $14 million; obtained judgment
Underwriters and arrangers in American Airlines’ “Big Bang” $4.5 billion recapitalization involving the offering of senior secured notes, convertible notes and new equity; Recognized as “Recapitalization Deal of the Year” by Airline Economics in 2021
Underwriter in SOLRR 2021-1, a $707 million aircraft-backed securitization serviced by Stratos and Altavair and the first aircraft ABS with two unaffiliated servicers
Note purchasers in a $1 billion bond issuance by American Airlines, one of the first airline financings to significantly leverage brand and trademark intellectual property; The transaction was the largest private placement in the US by any investor in the airline market at the time and was recognized as “Innovative Deal of the Year” by Airfinance Journal in 2020
Sponsors and servicers on JOL Air 2019-1, the first aircraft-backed ABS combining a debt securitization with a Japanese operating lease structure; Recognized as “ABS Deal of the Year” by Airfinance Journal in 2019
Underwriters in American Airlines’ 2019-1 Engines EETC, the airline’s first broadly distributed private placement engine EETC; Recognized as “EETC Deal of the Year” by Airfinance Journal and as “Americas Debt Deal of the Year” by Airline Economics in 2019
$515 million ABS of 79 aircraft; the first of the new generation ABS to close following the global financial crisis
Migration of a portfolio of 40 aircraft onto the Global Aircraft Trust System (GATS), the largest single migration onto the GATS to-date
Syndicate of lenders providing a $3 billion warehouse facility to allow Global Jet Capital to, among other things, acquire a 350 aircraft business jet leasing portfolio from General Electric and representing Deutsche Bank as underwriter of multiple ABS transactions used to refinance that facility
Canadian pension and insurance fund manager as investor in a sidecar joint venture with an Irish aircraft leasing company, establishing a new $2 billion aircraft leasing platform
Southwest Airlines Co. in its $300 million investment grade offering of notes
United Airlines, Inc. in its international joint ventures with Lufthansa and Air Canada, and with All Nippon Airways
Continental Airlines, Inc. in its transition from the SkyTeam Alliance to the Star Alliance, involving the termination and replacement of more than 50 contracts with airlines around the world
ExpressJet Airlines in its $480 million initial public offering of common stock, the largest initial public offering of a domestic airline at the time of closing
Selling stockholder in the combined $321 million offerings of Copa Holdings, S.A. common stock
Pinnacle Airlines in the acquisition of Mesaba Airlines from Delta Airlines
Discovery Americas in its formation of Volaris, a leading low-cost airline and second-largest domestic airline in Mexico
Venture capital firm in the financing of a supersonic business jet
Southwest Airlines Co. in its $7 million initial public offering of common stock, establishing the firm’s relationship with Southwest Airlines in 1971
An airline in a putative consumer class action alleging price fixing of checked baggage fees
An airline in connection with litigation and regulatory proceedings to obtain landing rights at slot-constrained airports
Obtained dismissal and Fifth Circuit affirmation in a putative class action on behalf of an airline and its retirement plan in a matter involving the interplay of ERISA and the Railway Labor Act
Airlines & Aviation
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At Vinson & Elkins, we bring decades of knowledge, skill, and experience to our clients’ most complex legal matters.
Overview The aviation asset-backed securitization (ABS) market continues to strengthen. Aviation ABS activity in 2025 exceeded US$10.3 billion in public …
January 15, 2026 • Demi Hueth and David Berkery outline how the aviation ABS market exceeded $10.3 billion in 2025 and introduced a key structural innovation: the master trust. This flexible structure enables issuers to finance multiple aircraft portfolios over time from a single trust, improving efficiency and lowering costs. As investor familiarity with identified and blind pools increases, master trusts are positioned for continued use in 2026 and beyond.
In this Law360 U.K. Expert Analysis series, practice group leaders share thoughts on keeping the pulse on legal trends, tackling difficult cases and what it takes to make a mark in their area.
The tariff policy implemented by the Trump administration in April 2025 marks a significant shift for the aviation sector by ending long-standing duty-free status in aircraft trading.
On January 10, 2025, the Treasury Department (the “Treasury”) and the Internal Revenue Service (the “Service”) continued their flurry of new guidance by releasing IRS Notice 2025-10 (the “Notice”) concerning the clean fuel production credit available under section 45Z of the Internal Revenue Code of 1986, as amended (the “Code,” and such credit, the “Clean Fuel Production Credit”),1 for certain clean fuels produced and sold between January 1, 2025 and December 31, 2027.2
As global passenger demand surges back to pre-pandemic levels, the aviation finance sector finds itself at a pivotal crossroads. Lower interest rates are sparking renewed activity, the aircraft ABS market is rebounding, and supply chain challenges continue to reshape priorities.
In this article published in Environmental Finance, Andrew Nealon, Afzaal Abidi, Joshua Hayes, Alex Lee, and Anuja Venkataramani* examine the UK’s efforts to establish a sustainable aviation fuel (SAF) industry.
December 16, 2024 • Published by Environmental Finance
David Berkery, Vinson & Elkins partner and co-head of our Aviation Finance practice, talks through the firm’s venture into Ireland and the macrotrends shaping the industry.
Vinson & Elkins is representing L3Harris Technologies (NYSE: LHX) in connection with its announced first-of-its-kind proposed partnership with the US …
Vinson & Elkins released its latest industry report, Aviation Finance: The Outlook for Business in 2025, offering a forward-looking analysis of the aviation finance industry and the prospects for market participants in the year ahead.
Vinson & Elkins announced today the opening of its office in Dublin’s city centre. This expansion further strengthens the firm’s global presence and enhances its ability to serve clients in the aviation sector.
Vinson & Elkins represented certain funds managed by EnTrust Global (“the Investors”) in connection with a $25 million investment in Series B preferred stock of flyExclusive, Inc. (“the Company”), a leading provider of premium private jet charter experiences.
