AerCap lays groundwork for six-part offering of senior notes

Chicago, Oct. 19 – AerCap Ireland Capital DAC and AerCap Global Aviation Trust provided initial details about a six-part offering of senior notes in a 424B3 filing with the Securities and Exchange Commission.

The notes will be guaranteed by AerCap Holdings NV.

Five of the tranches will have fixed coupons and one part will have a floating rate based on SOFR that will reset quarterly.

For the fixed-rate notes, there will be make-whole calls and then par calls a specified number of months before the related maturity dates. For the floating-rate notes, the series will be callable at par starting at a certain point.

Any change-of-control triggering event would mean the issuer has to offer to purchase the notes at 101.

Joint global coordinators are Citigroup Global Markets Inc. and Goldman Sachs & Co. LLC.

Joining as joint bookrunners are BofA Securities, Inc., Barclays, Credit Agricole Securities (USA) Inc., Deutsche Bank Securities Inc., J.P. Morgan Securities LLC, Mizuho Securities USA LLC, Morgan Stanley & Co. LLC, RBC Capital Markets, LLC, Santander Investment Securities Inc., BNP Paribas Securities Corp., Credit Suisse Securities (USA) LLC, HSBC Securities (USA) Inc., TD Securities (USA) LLC, Truist Securities, Inc., Wells Fargo Securities, LLC, MUFG, SG Americas Securities, LLC and Fifth Third Securities, Inc.

Bank of New York Mellon Trust Co., NA is listed as the trustee.

Legal matters will be passed on for the issuers by Cravath, Swaine & Moore LLP (New York and U.S.), McCann FitzGerald (Irish), NautaDutilh NV (Dutch), Morris, Nichols, Arsht & Tunnell LLP (Delaware) and Smith, Gambrell & Russell, LLP (California).

Simpson Thacher & Bartlett LLP is advising the underwriters.

Proceeds will be used to fund a portion of the cash consideration to be paid in the Gecas transaction, with any excess proceeds to be used for general corporate purposes.

AerCap is acquiring the part of the Gecas business that includes GE Aviation’s 50% joint venture ownership in Shannon Engine Support Ltd. AerCap entered into a $19 billion bridge credit agreement and a $5 billion term loan credit agreement in relation to the transaction.

There is a special redemption at 101 if the transaction does not close by June 9, 2022.

AerCap is an independent aircraft leasing company based in Dublin.

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