International Lease completes tender offer for multiple notes series

By Jennifer Chiou

New York, June 17 - International Lease Finance Corp. announced that it accepted tenders for $1,672,299,000 total of notes in its in-demand offer for several series of its securities.

The total purchase price, including accrued interest, is $1.75 billion, meeting the tender cap in the offers.

On June 8, the company said that the following three series were no longer affected by its offer: $600 million of 5.875% series O notes due May 1, 2013; $850 million of 5.625% series R notes due Sept. 20, 2013; and $750 million of 6.625% series R notes due Nov. 15, 2013.

After having taken in tenders for $2,688,766,000 of medium-term notes as of 5 p.m. ET on June 2, which was the early tender date in a series of tender offers that began on May 19, the company said that it would promptly return the tenders it received for $152.36 million, or 25.39%, of the 5.875% series O notes, $414,958,000, or 48.82%, of the 5.625% series R notes and $194.42 million, or 25.92%, of the 6.625% series R notes.

All in all, holders tendered the following by the offer deadline at 11:59 p.m. ET on June 16:

• $293,496,000, or 58.7%, of its $500 million of 4.75% series Q notes due Jan. 13, 2012;

• $386,623,000, or 51.55%, of its $750 million of 5.4% series R notes due Feb. 15, 2012;

• $265,371,000, or 44.23%, of its $600 million of 5.35% series R notes due March 1, 2012;

• $402,993,000, or 47.41%, of its $850 million of 5.3% series R notes due May 1, 2012;

• $100,872,000, or 33.62%, of its $300 million of 5.55% series R notes due Sept. 5, 2012;

• $103,564,000, or 34.52%, of its $300 million of 5% series Q notes due Sept. 15, 2012;

• $72,234,000, or 24.08%, of its $300 million of 5.25% series Q notes due Jan. 10, 2013; and

• $305,286,000, or 30.53%, of its $1 billion of 6.375% series R notes due March 25, 2013.

All tenders for the first seven series were accepted, while $47,146,000 of the tenders for the 6.375% notes was accepted.

The company offered to purchase any and all of its 4.75% series Q notes due 2012 and any and all of its $750 million of 5.4% series R notes due 2012.

International Lease tendered for a maximum amount of the six other series of notes. The company said that it was to purchase no more than $500 million principal amount of notes from the maximum tender offers.

In the any and all offers, the company paid a total price of $1,025.00 for each $1,000 principal amount of 4.75% notes and $1,030.00 for each $1,000 of 5.4% notes tendered by the early deadline.

In the separate maximum tender offers, for each $1,000 principal amount of notes tendered by the early deadline, the company paid:

• $1,030.00 for the 5.35% series R notes;

• $1,036.25 for the 5.3% series R notes;

• $1,042.50 for the 5.55% series R notes;

• $1,035.00 for the 5% series Q notes;

• $1,037.50 for the 5.25% series Q notes; and

• $1,060.00 for the 6.375% series R notes.

The company was to pay $1,048.75 for the 5.875% series O notes; $1,041.25 for the 5.625% series R notes; and $1,062.50 for the 6.625% series R notes.

The notes in the maximum tender offers were listed in order of priority acceptance level.

The total amounts included a $30.00 premium for each note tendered by the early tender date. Holders who tendered after the early date were ineligible to receive that premium.

The company also paid accrued interest to the payment date, which was June 3 for the notes that were tendered in the any and all offers by the early tender date. The total amount paid for these notes including interest was about $710.1 million.

As stated, the company used proceeds from its $2.25 billion issue of split-rated notes to fund the tender offers. On May 19, it priced $1 billion of five-year notes at par to yield 5.75% and $1.25 billion of eight-year notes at par to yield 6.25%.

Barclays Capital Inc. (800 438-3242 or collect 212 528-7581) and J.P. Morgan Securities LLC (866 834-4666 or collect 212 834-4811) were the dealer managers for the tender offers. D.F. King & Co., Inc. (800 949-2583 or, for brokers and banks, 212 269-5550) was the depositary and information agent.

International Lease Finance is a Los Angeles-based aircraft lessor. The company is a wholly owned subsidiary of American International Group, Inc.

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