DP AIRCRAFT I LIMITED

ANNUAL REPORT AND AUDITED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2022

DP AIRCRAFT I LIMITED ANNUAL REPORT AND AUDITED CONSOLIDATED FINANCIAL STATEMENTS Year ended 31 December 2022

2022

CONTENTS

  1. Fact Sheet
  2. Summary
  1. Highlights
  2. Chairman's Statement

10 Asset Manager's Report

  1. Directors
  2. Directors' Report

30 Report of the Audit Committee

33 Statement of Principal Risks and Uncertainties

  1. Statement of Directors' Responsibilities
  2. Independent Auditor's Report to the shareholders of DP Aircraft I Limited
  1. Consolidated Statement of Comprehensive Income
  2. Consolidated Statement of Financial Position
  3. Consolidated Statement of Cash Flows
  4. Consolidated Statement of Changes in Equity
  5. Notes to the Consolidated Financial Statements
  1. Company Information
  2. Appendix 1 - Alternative Investment Fund Managers Directive

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DP AIRCRAFT I LIMITED ANNUAL REPORT AND AUDITED CONSOLIDATED FINANCIAL STATEMENTS Year ended 31 December 2022

2022

FACT SHEET

Ticker

DPA

Company Number

56941

ISIN Number

GG00BBP6HP33

SEDOL Number

BBP6HP3

Traded

Specialist Fund Segment ('SFS') of the London Stock Exchange

SFS Admission Date

4-Oct-13

Share Price

US$ 0.045 at 31 December 2022

Profit per Share

US$ 0.03 for the year ended 31 December 2022

Country of Incorporation

Guernsey

Current Ordinary Shares in Issue

239,333,333

Administrator and Company Secretary

Aztec Financial Services (Guernsey) Limited

Asset Manager

DS Aviation GmbH & Co. KG

Auditor

KPMG, Chartered Accountants

Corporate Broker

Investec Bank Plc

Aircraft Registration

HS-TQD

HS-TQC

Aircraft Serial Number

35320

36110

Aircraft Type and Model

B787-8

Lessees

Thai Airways International Public Company Limited ('Thai Airways')

Website

www.dpaircraft.com

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DP AIRCRAFT I LIMITED ANNUAL REPORT AND AUDITED CONSOLIDATED FINANCIAL STATEMENTS Year ended 31 December 2022

2022

SUMMARY

COMPANY OVERVIEW

DP Aircraft I Limited (the 'Company') was incorporated with limited liability in Guernsey under the Companies (Guernsey) Law, 2008 on 5 July 2013 with registered number 56941.

The Company was established to invest in aircraft. The Company is a holding company, and made its investment in aircraft held through two wholly owned subsidiary entities, DP Aircraft Guernsey III Limited and DP Aircraft Guernsey IV Limited (collectively and hereinafter, the 'Borrowers'), each being a Guernsey incorporated company limited by shares and one intermediate lessor company, DP Aircraft UK Limited (the 'Lessor'), a UK incorporated private limited company. The Company and its consolidated subsidiaries, DP Aircraft Guernsey III Limited, DP Aircraft Guernsey IV Limited and DP Aircraft UK Limited comprise the consolidated Group (the 'Group').

Pursuant to the Company's Prospectus dated 27 September 2013, the Company offered 113,000,000 ordinary shares of no par value in the capital of the Company at an issue price of US$ 1.00 per share by means of a Placing. The Company's shares were admitted to trading on the Specialist Fund Segment (previously the Specialist Fund Market) of the London Stock Exchange on 4 October 2013 and the Company was listed on the Channel Islands Securities Exchange until 27 May 2015.

On 5 June 2015, the Company offered 96,333,333 ordinary shares (the 'New Shares') of no-par value in the capital of the Company at an issue price of US$ 1.0589 per share by means of a Placing. The Company's New Shares were admitted to trading on the Specialist Fund Segment of the London Stock Exchange on 12 June 2015.

On 13 July 2022 the Company raised gross proceeds of $750,000 through the issue of 30,000,000 new ordinary shares in the capital of the Company at a price of US$0.025 per new ordinary share. The new ordinary shares were admitted to trading on the Specialist Fund Segment of the London Stock Exchange on 15 July 2022.

In total there are now 239,333,333 Ordinary Shares in issue with voting rights.

In addition to the equity raised above in 2013 and 2015, the Group also utilised external debt to fund the initial acquisition of the aircraft. Further details are given within this summary section.

INVESTMENT OBJECTIVE & POLICY

The Company and Group's investment objective is to obtain income and capital returns for its shareholders by acquiring, leasing and then, when the Board considers it appropriate, selling aircraft (the 'Asset' or 'Assets').

THE BOARD

The Board comprises independent non-executive Directors. The Directors of the Board are responsible for managing the business affairs of the Company and Group in accordance with the Articles of Incorporation and have overall responsibility for the Company's and Group's activities, including portfolio and risk management. The asset management activities of the Group are provided by DS Aviation GmbH & Co. KG (the 'Asset Manager').

THE ASSET MANAGER

The Asset Manager has undertaken to provide the asset management advisory services to the Company and Group under the terms of an asset management agreement but does not undertake any regulated activities for the purpose of the UK Financial Services and Markets Act 2000.

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DP AIRCRAFT I LIMITED ANNUAL REPORT AND AUDITED CONSOLIDATED FINANCIAL STATEMENTS Year ended 31 December 2022

2022

SUMMARY (CONTINUED)

ENVIRONMENTAL, SOCIAL AND GOVERNANCE (ESG)

The Group recognises the Paris Agreement on climate change. The Group operates NTA ('New Technology Aircraft') - specifically Boeing 787-8's equipped with Rolls Royce Trent-1000 engines which are 20% more fuel efficient on a revenue-per-kilometre basis than similar comparable current technology legacy aircraft. The Board has taken steps to reduce its own travelling and maximises the use of virtual meetings within the board and with all its key service providers.

CORONAVIRUS ('COVID-19')

COVID-19 has had a significant impact on the airline sector, and by extension the aircraft leasing sector. More information is provided below and in the Asset Manager's Report.

THAI AIRWAYS INTERNATIONAL PCL ('THAI AIRWAYS' / 'THAI')

The suspension of travel due to COVID-19 in 2020 resulted in Thai Airways entering into business rehabilitation. The Central Bankruptcy Court approved Thai's Business Rehabilitation plan on 15 June 2021. The rehabilitation process is currently ongoing, please refer to the Asset Manager Report on pages 10 to 19 for more details regarding the rehabilitation process.

The Group signed a Letter of Intent ('LOI') dated 1 March 2021 with Thai Airways under which the parties agreed to amend the lease terms that existed then. The actual lease agreement reflecting the terms set out in the LOI was signed on 1 April 2022. The effective date for the lease modification was agreed by both parties as 15 June 2021.

The new lease terms provided for a power by the hour ('PBH') arrangement until 31 December 2022 (with rent payable by reference to actual monthly utilisation of the Thai aircraft and engines), with scaled back monthly fixed lease payments thereafter until October 2026 for aircraft MSN 36110 and December 2026 for aircraft MSN 35320 reflecting reduced market rates in the long-haul market. The lease term can be extended for a further 3 years to October and December 2029 respectively, with further scaled back monthly lease payments starting from November 2026 and January 2027. The Extension Period is however subject to agreement with the Group after consulting the Lenders. Given the uncertainty around the lease extension, the lease terms are considered to be the period up to October and December 2026.

A corresponding agreement was reached with the lenders as detailed below.

DEKABANK DEUTSCHE GIROZENTRALE AND THREE OTHER CONSORTIUM MEMBERS ('DekaBank')

On 6 May 2021, subsequent to the LOI being entered into by the Group and Thai as described above, the Group and DekaBank amended and restated the existing loan facility agreements in respect of the Thai aircraft to accommodate the new lease terms, First Amendment and Restatement to the Loan Agreements. Repayments of principal were deferred until after the end of the PBH arrangement (31 December 2022), and a new repayment schedule was to be renegotiated close to the end of the PBH arrangement.

On 7 February 2023, the Group and DekaBank entered into a Second Amendment and Restatement to the Loan Agreement in which the parties agreed on the following main terms:

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Dp Aircraft I Ltd. published this content on 28 April 2023 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 28 April 2023 08:46:09 UTC.