AerCap tallies $2.85 billion of early tenders for six notes

By Marisa Wong

Los Angeles, Nov. 20 – AerCap Holdings NV subsidiaries AerCap Ireland Capital DAC and AerCap Global Aviation Trust announced the early results of their Nov. 6 private offers to exchange six series of notes for up to $1.5 billion of the issuers’ new senior notes due April 15, 2027 and cash, according to a Monday press release.

As of 5 p.m. ET on Nov. 17, the early participation date, holders had tendered the following notes, which are listed in order of acceptance priority:

• $358.13 million of the $1 billion outstanding 1.75% senior notes due Oct. 29, 2024 (Cusip: 00774MBB0), with pricing to be based on the 5% U.S. Treasury note due Oct. 31, 2025 plus 125 basis points and a cash component of $54;

• $278,531,000 of the $750 million outstanding 2.875% senior notes due Aug. 14, 2024 (Cusip: 00774MAM7), with pricing to be based on the 5% U.S. Treasury note due Oct. 31, 2025 plus 120 bps and a cash component of $0;

• $1,412,953,000 of the $3.25 billion outstanding 1.65% senior notes due Oct. 29, 2024 (Cusip: 00774MAU9), with a series sub-cap of $1 billion, with pricing to be based on the 5% U.S. Treasury note due Oct. 31, 2025 plus 125 bps and a cash component of $68;

• $251,403,000 of the $900 million outstanding 3.15% senior notes due Feb. 15, 2024 (Cusip: 00774MAQ8), with pricing to be based on the 5% U.S. Treasury note due Oct. 31, 2025 plus 135 bps and a cash component of $0;

• $211,329,000 of the $800 million outstanding 3.5% senior notes due Jan. 15, 2025 (Cusip: 00774MAC9), with pricing to be based on the 5% U.S. Treasury note due Oct. 31, 2025 plus 140 bps and a cash component of $0; and

• $342,495,000 of the $1.25 billion outstanding 6.5% senior notes due July 15, 2025 (Cusip: 00774MAN5), with pricing to be based on the 5% U.S. Treasury note due Oct. 31, 2025 plus 150 bps and a cash component of $0.

Pricing of the new notes will be based on the 4.625% U.S. Treasury note due Oct. 15, 2026 plus 180 bps.

Pricing was to place at 10 a.m. ET on Nov. 20.

Holders who tendered by the early participation date will receive an early premium of $30 of new notes per $1,000 principal amount of existing notes.

Holders will also receive accrued interest to the settlement date.

According to Monday’s notice, the issuers have elected to have an early settlement for early tendered notes. The early settlement date is expected to occur on Nov. 22.

The withdrawal deadline has passed.

The exchange offers will expire at 5 p.m. ET on Dec. 5. However, because the offer cap has been exceeded, no notes tendered after the early participation date will be accepted for exchange, regardless of priority level.

As previously announced, consummation of the exchange offers is subject to conditions, including the issuance of at least $500 million of new notes; the issuers’ determination that the combination of the yield of the new notes and the total consideration for the applicable series of existing notes would result in the new notes and such existing notes not being treated as “substantially different” under ASC 470-50; and at the pricing time, the yield on the benchmark security being no greater than 5.5%.

The offers are being made only to noteholders who are qualified institutional buyers in the United States under Rule 144A or non-U.S. persons or non-U.S. qualified offerees outside the United States under Regulation S.

Global Bondholder Services Corp. (855 654-2015, 212 430-3774 or contact@gbsc-usa.com) is the exchange agent and information agent.

AerCap is an independent aircraft leasing company based in Amsterdam.

© 2015 Prospect News.
All content on this website is protected by copyright law in the U.S. and elsewhere. For the use of the person downloading only.
Redistribution and copying are prohibited by law without written permission in advance from Prospect News.
Redistribution or copying includes e-mailing, printing multiple copies or any other form of reproduction.