D (NASDAQ:APPS) Files An 8-K Entry into a Material Definitive Agreement

Item1.01

On March6, 2017, Aircastle Limited (the Company) entered into an
Underwriting Agreement, dated March6, 2017 (the Underwriting
Agreement), between the Company and Citigroup Global Markets
Inc., Deutsche Bank Securities Inc., Goldman, Sachs Co., J.P.
Morgan Securities LLC and RBC Capital Markets, LLC, as
representatives of the several underwriters named therein
(collectively, the Underwriters), relating to the offering and
sale by the Company of $500 million aggregate principal amount of
the Companys 4.125% Senior Notes due 2024 (the Notes).

The Company has agreed to indemnify the Underwriters against
certain liabilities, including certain liabilities under the
Securities Act of 1933, as amended, or to contribute to any
payments the Underwriters may be required to make in respect of
those liabilities. In addition, the Underwriting Agreement
contains customary representations, warranties and agreements of
the Company and customary conditions to closing. The offering is
expected to close on March20, 2017, subject to the conditions set
forth in the Underwriting Agreement.

The foregoing is qualified in its entirety by reference to the
Underwriting Agreement, attached as Exhibit 1.1 hereto and
incorporated herein by reference.

The representations, warranties and covenants contained in the
Underwriting Agreement were made only for purposes of the
Underwriting Agreement and as of the specific date (or dates) set
forth therein, and were solely for the benefit of the parties to
the Underwriting Agreement and are subject to certain limitations
as agreed upon by the parties thereto. In addition, the
representations, warranties and covenants contained in the
Underwriting Agreement may be subject to standards of materiality
applicable to the parties that differ from those applicable to
investors. Investors are not third-party beneficiaries of the
Underwriting Agreement and should not rely on the
representations, warranties and covenants contained therein, or
any descriptions thereof, as characterizations of the actual
state of facts or conditions of the Company. Moreover,
information concerning the subject matter of the representations
and warranties may change after the date of the Underwriting
Agreement, which subsequent developments may not be fully
reflected in the Companys public disclosures.

Certain of the Underwriters or their affiliates have in the past
engaged, and may in the future engage in transactions with and
perform services, including commercial banking, financial
advisory and investment banking services, for the Company and its
affiliates in the ordinary course of business for which they have
received or will receive customary fees and expenses. In
addition, certain of the Underwriters are lenders, and in some
cases agents and/or managers, under the Companys revolving credit
facilities. Affiliates of such Underwriters may receive a portion
of the net proceeds from the sale of the Notes to the extent the
Company uses such net proceeds to repay indebtedness under its
revolving credit facilities.

About D (NASDAQ:APPS)

Digital Turbine, Inc. is engaged in delivering end-to-end products and solutions for mobile operators, application advertisers, device original equipment manufacturers (OEMs) and other third parties to enable them to monetize mobile content. The Company operates its business in two operating segments: Advertising and Content. The Advertising segment consists of two businesses: Operator and OEM (O&O) and Advertiser and Publisher (A&P). The O&O business is an advertiser solution for carrier and OEM inventory consisting of services, such as Ignite, a mobile device management platform and Discover, an intelligent application discovery platform. Its A&P business is a mobile user acquisition network across the world consisting of services, such as syndicated network and real time bidding (RTB). The Content segment consists of services, including Marketplace, which is an application and content store, and Pay, which is a content management and mobile payment solution.

D (NASDAQ:APPS) Recent Trading Information

D (NASDAQ:APPS) closed its last trading session up +0.020 at 0.890 with 262,658 shares trading hands.