For the month of November 2023
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Commission File Number 001-33159
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Form 20-F ⌧
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Form 40-F ☐
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AERCAP HOLDINGS N.V. | ||||
By:
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/s/ Aengus Kelly | |||
Name: | Aengus Kelly | |||
Title: | Authorized Signatory | |||
99.1
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AerCap Holdings N.V. Press Release relating to the early results of the Exchange Offers.
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99.2
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AerCap Holdings N.V. Press Release relating to the pricing terms for the Exchange Offers.
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PRESS RELEASE
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For Investors: Joseph McGinley
Head of Investor Relations jmcginley@aercap.com; +353 1 418 0428
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For Media: Gillian Culhane
Vice President Corporate Communications gculhane@aercap.com; +353 1 636 0945
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CUSIP
Numbers
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Title of Security
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Principal Amount
Outstanding
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Acceptance Priority
Level(1)
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Principal Amount
Tendered(2)
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00774M BB0
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1.750% Senior Notes due Oct. 29, 2024
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$1,000,000,000
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1
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$358,130,000
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00774M AM7
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2.875% Senior Notes due Aug. 14, 2024
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$750,000,000
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2
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$278,531,000
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00774M AU9
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1.650% Senior Notes due Oct. 29, 2024
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$3,250,000,000
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3
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$1,412,953,000
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00774M AQ8
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3.150% Senior Notes due Feb. 15, 2024
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$900,000,000
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4
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$251,403,000
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00774M AC9
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3.500% Senior Notes due Jan. 15, 2025
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$800,000,000
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5
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$211,329,000
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00774M AN5
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6.500% Senior Notes due July 15, 2025
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$1,250,000,000
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6
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$342,495,000
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Total:
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$2,854,841,000
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(1)
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Subject to the terms and conditions of the Exchange Offers, including the New Notes Cap and, solely with respect to the 1.650% senior notes due
October 29, 2024, a $1,000,000,000 sub-cap, the Existing Notes will be accepted in accordance with the acceptance priority levels set forth in this table.
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(2)
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The aggregate principal amounts of Existing Notes that have been validly tendered for exchange and not validly withdrawn, as of the Early Participation Date, based on information provided by
the Information and Exchange Agent to the Issuers.
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PRESS RELEASE
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For Investors: Joseph McGinley
Head of Investor Relations jmcginley@aercap.com; +353 1 418 0428
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For Media: Gillian Culhane
Vice President Corporate Communications gculhane@aercap.com; +353 1 636 0945
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Title of Series
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Aggregate Principal Amount
Expected to be Issued
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Benchmark Security
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Spread to
Benchmark
Security (bps)
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Coupon(1)
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6.450% Senior
Notes due 2027
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$1,500,000,000
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4.625% UST due
October 15, 2026
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180
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6.450%
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(1) |
The coupon reflects the bid-side yield on the Benchmark Security set forth in the table above plus 1.800%, calculated in accordance with the procedures set forth in the Offering Memorandum and rounded down to the
nearest 0.05%. The Benchmark Security had a bid-side yield of 4.653% as of 10:00 a.m. New York City time on November 20, 2023 (such date and time, the “Pricing Time”).
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CUSIP Numbers
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Title of Security
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Fixed Spread (bps)
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Reference
UST Security
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Yield (bps)(1)
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Total
Consideration(2)
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Principal Amount
of New Notes
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Cash Component
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00774M BB0
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1.750% Senior Notes
due Oct. 29, 2024
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125
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5.000% due
October 31, 2025
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6.150%
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$960.55
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$915.56
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$45.00
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00774M AM7
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2.875% Senior Notes
due Aug. 14, 2024
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120
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5.000% due
October 31, 2025
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6.100%
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$977.32
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$977.33
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$0
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00774M AU9
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1.650% Senior Notes
due Oct. 29, 2024
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125
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5.000% due
October 31, 2025
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6.150%
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$959.65
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$902.16
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$57.50
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00774M AQ8
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3.150% Senior Notes
due Feb. 15, 2024
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135
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5.000% due
October 31, 2025
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— | — | — | — |
00774M AC9
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3.500% Senior Notes
due Jan. 15, 2025
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140
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5.000% due
October 31, 2025
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— | — | — | — |
00774M AN5
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6.500% Senior Notes
due July 15, 2025
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150
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5.000% due
October 31, 2025
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— | — | — | — |
(1) |
The yield reflects the bid-side yield on the Reference UST Security plus the applicable fixed spread (set forth in the table above), calculated in accordance with the procedures set forth in the Offering Memorandum.
The Reference UST Security had a bid-side yield of 4.900% as of the Pricing Time.
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(2) |
The total consideration includes an early participant payment of $30 (payable solely in New Notes) for each $1,000 principal amount of each series of Existing Notes validly tendered at or prior to 5:00 p.m., New
York City time, on November 17, 2023 (the “Early Participation Date”) and accepted for exchange.
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CUSIP
Numbers
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Title of Security
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Principal Amount
Outstanding
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Acceptance Priority
Level(1)
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Principal Amount Tendered and
Accepted(2)
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00774M BB0
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1.750% Senior Notes due
Oct. 29, 2024
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$1,000,000,000
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1
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$356,030,000
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00774M AM7
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2.875% Senior Notes due
Aug. 14, 2024
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$750,000,000
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2
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$276,281,000
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00774M AU9
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1.650% Senior Notes due
Oct. 29, 2024
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$3,250,000,000
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3
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$1,002,340,000
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00774M AQ8
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3.150% Senior Notes due
Feb. 15, 2024
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$900,000,000
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4
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$0
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00774M AC9
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3.500% Senior Notes due
Jan. 15, 2025
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$800,000,000
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5
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$0
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00774M AN5
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6.500% Senior Notes due
July 15, 2025
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$1,250,000,000
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6
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$0
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(1) |
Subject to the terms and conditions of the Exchange Offers, including the New Notes Cap and, solely with respect to the 1.650% senior notes due October 29, 2024, a $1,002,340,000 sub-cap (the “1.650% Notes
Sub-Cap”), the Existing Notes will be accepted in accordance with the acceptance priority levels set forth in this table. The 1.650% Notes Sub-Cap has been increased from the previously announced 1.650% Notes Sub-Cap of $1,000,000,000.
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(2) |
The aggregate principal amounts of Existing Notes that have been validly tendered for exchange and not validly withdrawn, as of the Early Participation Date, based on information provided by the Information and
Exchange Agent to the Issuers.
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