|
●
|
an actual basis for AerCap;
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●
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an actual basis for ILFC; and
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●
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an as adjusted basis to give effect to the consummation of the Transactions.
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As of March 31, 2014
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||||||||||||
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AerCap
actual
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ILFC actual
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As adjusted
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||||||||||
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(U.S. dollars in thousands)
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||||||||||||
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Unrestricted cash and cash equivalents(1)
|
$ | 320,136 | $ | 2,317,203 | $ | 2,047,339 | ||||||
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Consolidated debt
|
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Secured
|
||||||||||||
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ECA-guaranteed financings
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$ | 1,460,629 | $ | — | $ | 1,460,629 | ||||||
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ALS II debt
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420,184 | — | 420,184 | |||||||||
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AerFunding revolving credit facility(2)
|
948,815 | — | 948,815 | |||||||||
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Genesis securitization debt(3)
|
417,645 | — | 417,645 | |||||||||
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TUI portfolio acquisition facility
|
157,767 | — | 157,767 | |||||||||
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SkyFunding I and II facilities
|
611,082 | — | 611,082 | |||||||||
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Other secured debt
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1,415,470 | — | 1,415,470 | |||||||||
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Senior secured bonds(4)
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— | 3,900,000 | 4,297,125 | |||||||||
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ECA and Ex-Im financings(4)
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— | 1,602,084 | 1,625,458 | |||||||||
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Secured bank debt(4)(5)
|
— | 1,754,096 | 1,765,531 | |||||||||
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Institutional secured term loans
|
— | 2,250,000 | 2,250,000 | |||||||||
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Deferred debt discount(4)
|
— | (12,154 | ) | — | ||||||||
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Unsecured
|
||||||||||||
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Senior unsecured notes due 2017
|
300,000 | — | 300,000 | |||||||||
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Citi revolving credit facility(6)
|
75,000 | 75,000 | ||||||||||
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DBS revolving credit facility(7)
|
150,000 | — | 150,000 | |||||||||
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$2.75 billion revolving credit facility(8)
|
— | — | — | |||||||||
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$1.0 billion AIG revolving credit facility(9)
|
— | — | — | |||||||||
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Bonds and medium-term notes(4)
|
— | 12,268,109 | 13,501,546 | |||||||||
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Senior unsecured notes offered hereby
|
— | — | 2,600,000 | |||||||||
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Deferred debt discount(4)
|
— | (29,258 | ) | — | ||||||||
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Other
|
||||||||||||
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Subordinated debt issued by joint ventures partners
|
64,280 | — | 64,280 | |||||||||
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DBS B737-800 PDP Facility(10)
|
70,170 | — | 70,170 | |||||||||
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Other debt
|
113,366 | — | 113,366 | |||||||||
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Subordinated debt(4)
|
— | 1,000,000 | 958,000 | |||||||||
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Total
|
$ | 6,204,408 | $ | 22,732,877 | $ | 33,202,068 | ||||||
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Shareholders’ equity
|
2,483,164 | 7,568,929 | 6,321,869 | |||||||||
|
Total capitalization
|
$ | 8,687,552 | $ | 30,301,806 | $ | 39,523,937 | ||||||
|
(1)
|
The “As adjusted” column reflects cash consideration to finance the Acquisition, a portion of which will be funded by a special distribution of $600 million to be paid by ILFC to AIG upon the consummation of the Acquisition.
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|
(2)
|
As of March 31, 2014, $948.8 million was drawn under the AerFunding revolving credit facility, with approximately $401.2 million available under the facility.
|
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(3)
|
Genesis securitization debt was sold to an affiliate of Wood Creek Capital Management LLC on April 22, 2014.
|
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(4)
|
The “As adjusted” column reflects fair value adjustments from purchase accounting.
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(5)
|
As of March 31, 2014, AeroTurbine had approximately $365.5 million outstanding under its secured revolving credit facility, with approximately $64.5 million available under the facility.
|
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(6)
|
As of March 31, 2014, $75 million was drawn under the Citi revolving credit facility, with $215 million available under the facility. It is intended that upon consummation of the Acquisition, this facility will be repaid and terminated in connection with the $2.75 billion revolving credit facility becoming effective.
|
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(7)
|
As of March 31, 2014, $150 million was drawn under the DBS revolving credit facility, with $30 million available under the facility.
|
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(8)
|
Upon consummation of the Acquisition, we expect the $2.75 billion revolving credit facility to be undrawn, with $2.75 billion available under the facility. The $2.75 billion revolving credit facility will replace ILFC’s existing $2.3 billion senior unsecured revolving credit facility, effective upon closing of the Acquisition.
|
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(9)
|
Upon consummation of the Acquisition, we expect the revolving credit facility with AIG to be undrawn, with $1.0 billion available under the facility.
|
|
(10)
|
As of March 31, 2014, approximately $70.2 million was drawn under the DBS B737-800 PDP facility, with approximately $130.2 million available under the facility.
|