AerCap gives pricing terms on four note series, increases tender cap

By Taylor Fox

New York, Oct. 7 – AerCap Holdings NV announced the pricing terms of the offers by its wholly owned subsidiary AerCap Global Aviation Trust to purchase for cash four series of notes, according to a news release.

AerCap also increased the maximum tender cap to $1,508,412,415.75 from $1.5 billion, in order to accept all of the 4.45% notes due 2021 validly tendered and not validly withdrawn before the early tender deadline.

As previously reported, the withdrawal deadline and early tender deadline of 5 p.m. ET Oct. 6 has now passed with $1,880,371,000 of the notes validly tendered and withdrawn, which exceeds the maximum tender cap.

As such, AerCap will accept for purchase notes in accordance with the acceptance priority levels, subject to the proration factors.

Specifically, AerCap will accept the following notes, listed by acceptance priority level and with the total consideration per $1,000 principal amount:

• All tendered $555,971,000 of the $1.1 billion outstanding 4.5% notes due 2021 (Cusip: 00772BAF8) at $1,020.59, which was calculated using the 0.125% U.S. Treasury due Aug. 31, 2022 and a fixed spread of 90 basis points;

• All tendered $513.69 million of the $800 million outstanding 5% notes due 2021 (Cusip: 00772BAM3) at $1,033.82, which was calculated using the 0.125% U.S. Treasury due Aug. 31, 2022 and a fixed spread of 135 bps;

• All tendered $398,913,000 of the $700 million outstanding 4.45% notes due 2021 (Cusip: 00774MAH8) at $1,027.62, which was calculated using the 0.125% U.S. Treasury due Aug. 31, 2022 and a fixed spread of 175 bps; and

• None of the tendered $411,797,000 of the $1 billion outstanding 3.95% notes due 2022 (Cusip: 00772BAR2).

The total consideration was determined at 10 a.m. ET Oct. 7 and includes an early tender premium of $30 per $1,000 of notes tendered by the early tender deadline.

As previously reported, notes that are accepted in the offers will be purchased, retired and cancelled and will no longer remain outstanding.

The offers will expire at 11:59 p.m. ET Oct. 21. However, no notes tendered after the early tender deadline will be accepted for purchase, regardless of priority level.

The early settlement date is expected for Oct. 8. Final settlement was set to occur on 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 information agent and tender agent.

AerCap is an independent aircraft leasing company based in Amsterdam.

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