AerCap begins upsized cash tender offer for notes due 2021, 2022

By Taylor Fox

New York, Sept. 23 – AerCap Holdings NV announced that its wholly-owned subsidiary AerCap Global Aviation Trust offered to purchase for cash four series of notes, subject to the maximum tender cap of $1.5 billion, according to a news release.

The offer, announced on Wednesday, was initially launched with a cap of $500 million.

The company priced $1.5 billion of new notes due 2024 and 2047 during the day.

The offer was initially subject to a financing condition which has been removed.

The four tender offers, by acceptance priority level are the:

• $1.1 billion outstanding of 4.5% notes due 2021 (Cusips: 00772BAF8, 00772BAE1 and G01080AC7) for a hypothetical total consideration of $1,020.76 per note, which will be calculated using the 0.125% U.S. Treasury due Aug. 31, 2022 plus a fixed spread of 90 basis points;

• $800 million outstanding of 5% notes due 2021 (Cusip: 00772BAM3) for a hypothetical total consideration of $1,034.09 per note, which will be calculated using the 0.125% U.S. Treasury due Aug. 31, 2022 plus a fixed spread of 135 basis points;

• $700 million outstanding of 4.45% notes due 2021 (Cusip: 00774MAH8) for a hypothetical total consideration of $1,027.92 per note, which will be calculated using the 0.125% U.S. Treasury due Aug. 31, 2022 plus a fixed spread of 175 basis points; and

• $1 billion outstanding of 3.95% notes due 2022 (Cusip: 00772BAR2) for a hypothetical total consideration of $1,020.76 per note, which will be calculated using the 0.125% U.S. Treasury due Aug. 31, 2022 plus a fixed spread of 240 basis points;

The hypothetical total considerations include a $30 early tender premium for noteholders who tender by the early tender deadline on Oct. 6 at 5 p.m. ET.

The considerations will be calculated at 10 a.m. ET Oct. 7.

The offers will expire at 11:59 p.m. ET Oct. 21.

The early settlement date is expected for Oct. 8, with the final settlement date to occur Oct. 23.

Barclays (800 438-3242, 212 528-7581), Deutsche Bank Securities Inc. (866 627-0391, 212 250-2955) and Morgan Stanley & Co. LLC (800 624-1808, 212 761-1057) are lead dealer managers.

BofA Securities, Inc., HSBC Securities (USA) Inc., RBC Capital Markets, LLC and SG Americas Securities, LLC are co-dealer managers.

Global Bondholder Services Corp (212 430-3774, 866 807-2200; contact@gbsc-usa.com) is the information agent and the tender agent.

AerCap is an independent aircraft leasing company based in Amsterdam.

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