|
Title of each class
|
|
Name of each exchange on which registered
|
Ordinary Shares
|
|
The New York Stock Exchange
|
Ordinary Shares, Euro 0.01 par value
|
142,674,664
|
|
Large accelerated filer
x
|
|
Accelerated filer
¨
|
|
Non accelerated filer
¨
(Do not check if a
smaller reporting company)
|
|
Emerging growth company
¨
|
U.S. GAAP
x
|
|
International Financial Reporting Standards as
issued by the International Accounting Standards Board
¨
|
|
Other
¨
|
|
ACSAL
|
|
Acsal Holdco, LLC
|
AeroTurbine
|
|
AeroTurbine, Inc.
|
AerCap, we, us or the Company
|
|
AerCap Holdings N.V. and its subsidiaries
|
AerCap Ireland
|
|
AerCap Ireland Limited
|
AerCap Trust
|
|
AerCap Global Aviation Trust
|
AerDragon
|
|
AerDragon Aviation Partners Limited and Subsidiaries
|
AerLift
|
|
AerLift Leasing Limited and Subsidiaries
|
AICDC
|
|
AerCap Ireland Capital Designated Activity Company, a designated activity company with limited liability incorporated under the laws of Ireland
|
AIG
|
|
American International Group, Inc.
|
Airbus
|
|
Airbus S.A.S.
|
AOCI
|
|
Accumulated other comprehensive income (loss)
|
Boeing
|
|
The Boeing Company
|
ECA
|
|
Export Credit Agency
|
ECAPS
|
|
Enhanced Capital Advantaged Preferred Securities
|
Embraer
|
|
Embraer S.A.
|
EOL
|
|
End of lease
|
EPS
|
|
Earnings per share
|
Ex-Im
|
|
Export-Import Bank of the United States
|
FASB
|
|
Financial Accounting Standards Board
|
GECC
|
|
General Electric Capital Corporation
|
ILFC
|
|
International Lease Finance Corporation
|
ILFC Transaction
|
|
The purchase by AerCap and AerCap Ireland Limited, a wholly-owned subsidiary of AerCap, of 100% of ILFC’s common stock from AIG on May 14, 2014
|
IRS
|
|
Internal Revenue Service
|
LIBOR
|
|
London Interbank Offered Rates
|
MR
|
|
Maintenance reserved
|
Part-out
|
|
Disassembly of an aircraft for the sale of its parts
|
PB
|
|
Primary beneficiary
|
Peregrine
|
|
Peregrine Aviation Company Limited and Subsidiaries
|
SEC
|
|
U.S. Securities and Exchange Commission
|
SPE
|
|
Special purpose entity
|
U.S. GAAP
|
|
Accounting Principles Generally Accepted in the United States of America
|
VIE
|
|
Variable interest entity
|
Waha
|
|
Waha Capital PJSC
|
•
|
the availability of capital to us and to our customers and changes in interest rates;
|
•
|
the ability of our lessees and potential lessees to make operating lease payments to us;
|
•
|
our ability to successfully negotiate aircraft purchases, sales and leases, to collect outstanding amounts due and to repossess aircraft under defaulted leases, and to control costs and expenses;
|
•
|
changes in the overall demand for commercial aircraft leasing and aircraft management services;
|
•
|
the effects of terrorist attacks on the aviation industry and on our operations;
|
•
|
the economic condition of the global airline and cargo industry and economic and political conditions;
|
•
|
development of increased government regulation, including regulation of trade and the imposition of import and export controls, tariffs and other trade barriers;
|
•
|
competitive pressures within the industry;
|
•
|
the negotiation of aircraft management services contracts;
|
•
|
regulatory changes affecting commercial aircraft operators, aircraft maintenance, engine standards, accounting standards and taxes; and
|
•
|
the risks set forth in “Item 3. Key Information—Risk Factors” included in this annual report.
|
Item 1.
|
Identity of Directors, Senior Management and Advisers
|
Item 2.
|
Offer Statistics and Expected Timetable
|
Item 3.
|
Key Information
|
|
As of December 31,
|
||||||||||||||||||
|
2018
|
|
2017
|
|
2016
|
|
2015
|
|
2014
|
||||||||||
|
(U.S. Dollars in thousands)
|
||||||||||||||||||
Assets
|
|
|
|
|
|
|
|
|
|
||||||||||
Cash and cash equivalents
|
$
|
1,204,018
|
|
|
$
|
1,659,669
|
|
|
$
|
2,035,447
|
|
|
$
|
2,403,098
|
|
|
$
|
1,490,369
|
|
Restricted cash
|
211,017
|
|
|
364,456
|
|
|
329,180
|
|
|
419,447
|
|
|
717,388
|
|
|||||
Flight equipment held for operating leases, net
|
35,052,335
|
|
|
32,396,827
|
|
|
31,501,973
|
|
|
32,219,494
|
|
|
31,984,668
|
|
|||||
Maintenance rights and lease premium, net
|
1,113,190
|
|
|
1,501,858
|
|
|
2,167,925
|
|
|
3,139,045
|
|
|
3,906,026
|
|
|||||
Prepayments on flight equipment
|
3,024,520
|
|
|
2,930,303
|
|
|
3,265,979
|
|
|
3,300,426
|
|
|
3,486,514
|
|
|||||
Other assets
|
2,603,835
|
|
|
3,187,031
|
|
|
2,319,949
|
|
|
2,267,989
|
|
|
2,134,928
|
|
|||||
Total Assets
|
$
|
43,208,915
|
|
|
$
|
42,040,144
|
|
|
$
|
41,620,453
|
|
|
$
|
43,749,499
|
|
|
$
|
43,719,893
|
|
Liabilities and Equity
|
|
|
|
|
|
|
|
|
|
||||||||||
Debt
|
$
|
29,507,587
|
|
|
$
|
28,420,739
|
|
|
$
|
27,716,999
|
|
|
$
|
29,641,863
|
|
|
$
|
30,254,905
|
|
Other liabilities
|
4,820,714
|
|
|
4,980,591
|
|
|
5,321,190
|
|
|
5,681,827
|
|
|
5,522,440
|
|
|||||
Total Liabilities
|
34,328,301
|
|
|
33,401,330
|
|
|
33,038,189
|
|
|
35,323,690
|
|
|
35,777,345
|
|
|||||
Total AerCap Holdings N.V. shareholders’ equity
|
8,828,048
|
|
|
8,579,710
|
|
|
8,524,447
|
|
|
8,348,963
|
|
|
7,863,777
|
|
|||||
Non-controlling interest
|
52,566
|
|
|
59,104
|
|
|
57,817
|
|
|
76,846
|
|
|
78,771
|
|
|||||
Total Equity
|
8,880,614
|
|
|
8,638,814
|
|
|
8,582,264
|
|
|
8,425,809
|
|
|
7,942,548
|
|
|||||
Total Liabilities and Equity
|
$
|
43,208,915
|
|
|
$
|
42,040,144
|
|
|
$
|
41,620,453
|
|
|
$
|
43,749,499
|
|
|
$
|
43,719,893
|
|
|
Year Ended December 31,
|
|
||||||||||||||||||
|
2018
|
|
2017
|
|
2016
|
|
2015
|
|
2014
|
|
||||||||||
|
(U.S. Dollars in thousands, except share and per share data)
|
|
||||||||||||||||||
Revenues and other income
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Lease revenue:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Basic lease rents
|
$
|
4,145,552
|
|
|
$
|
4,194,224
|
|
|
$
|
4,395,318
|
|
|
$
|
4,635,776
|
|
|
$
|
3,282,787
|
|
|
Maintenance rents and other receipts
|
391,541
|
|
|
519,578
|
|
|
472,305
|
|
|
355,775
|
|
|
166,784
|
|
|
|||||
Net gain on sale of assets
|
201,323
|
|
|
229,093
|
|
|
138,522
|
|
|
183,328
|
|
|
37,497
|
|
|
|||||
Other income
|
61,564
|
|
|
94,598
|
|
|
145,986
|
|
|
112,676
|
|
|
104,491
|
|
|
|||||
Total Revenues and other income
|
4,799,980
|
|
|
5,037,493
|
|
|
5,152,131
|
|
|
5,287,555
|
|
|
3,591,559
|
|
|
|||||
Expenses
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Depreciation and amortization
|
1,679,074
|
|
|
1,727,296
|
|
|
1,791,336
|
|
|
1,843,003
|
|
|
1,282,228
|
|
|
|||||
Asset impairment
|
44,186
|
|
|
61,286
|
|
|
81,607
|
|
|
16,335
|
|
|
21,828
|
|
|
|||||
Interest expense
|
1,174,074
|
|
|
1,112,391
|
|
|
1,091,861
|
|
|
1,099,884
|
|
|
780,349
|
|
|
|||||
Leasing expenses
|
446,487
|
|
|
537,752
|
|
|
582,530
|
|
|
522,413
|
|
|
141,572
|
|
|
|||||
Restructuring related expenses
|
—
|
|
|
14,605
|
|
|
53,389
|
|
|
58,913
|
|
(a)
|
148,792
|
|
(b)
|
|||||
Selling, general and administrative expenses
|
305,226
|
|
|
348,291
|
|
|
351,012
|
|
|
381,308
|
|
|
299,892
|
|
|
|||||
Total Expenses
|
3,649,047
|
|
|
3,801,621
|
|
|
3,951,735
|
|
|
3,921,856
|
|
|
2,674,661
|
|
|
|||||
Income before income taxes and income of investments accounted for under the equity method
|
1,150,933
|
|
|
1,235,872
|
|
|
1,200,396
|
|
|
1,365,699
|
|
|
916,898
|
|
|
|||||
Provision for income taxes
|
(144,079
|
)
|
|
(164,718
|
)
|
|
(173,496
|
)
|
|
(189,805
|
)
|
|
(137,373
|
)
|
|
|||||
Equity in net earnings of investments accounted for under the equity method
|
10,643
|
|
|
9,199
|
|
|
12,616
|
|
|
1,278
|
|
|
28,973
|
|
|
|||||
Net income
|
$
|
1,017,497
|
|
|
$
|
1,080,353
|
|
|
$
|
1,039,516
|
|
|
$
|
1,177,172
|
|
|
$
|
808,498
|
|
|
Net (income) loss attributable to non-controlling interest
|
(1,865
|
)
|
|
(4,202
|
)
|
|
7,114
|
|
|
1,558
|
|
|
1,949
|
|
|
|||||
Net income attributable to AerCap Holdings N.V.
|
$
|
1,015,632
|
|
|
$
|
1,076,151
|
|
|
$
|
1,046,630
|
|
|
$
|
1,178,730
|
|
|
$
|
810,447
|
|
|
Basic earnings per share
|
$
|
7.00
|
|
|
$
|
6.68
|
|
|
$
|
5.64
|
|
|
$
|
5.78
|
|
|
$
|
4.61
|
|
|
Diluted earnings per share
|
$
|
6.83
|
|
|
$
|
6.43
|
|
|
$
|
5.52
|
|
|
$
|
5.72
|
|
|
$
|
4.54
|
|
|
|
(a)
|
Includes $9.6 million of expenses related to the ILFC Transaction.
|
(b)
|
Expenses related to the ILFC Transaction.
|
•
|
forfeiting deposits and progress payments to manufacturers and having to pay certain significant costs related to these commitments such as actual damages and legal, accounting and financial advisory expenses;
|
•
|
defaulting on our lease commitments, which could result in monetary damages and strained relationships with lessees;
|
•
|
failing to realize the benefits of purchasing and leasing such aircraft; and
|
•
|
risking harm to our business reputation, which would make it more difficult to purchase and lease aircraft in the future on agreeable terms, if at all.
|
•
|
requires a substantial portion of our cash flows from operations to be dedicated to interest and principal payments and therefore not available to fund our operations, working capital, capital expenditures, expansion, acquisitions or general corporate or other purposes;
|
•
|
restricts the ability of some of our subsidiaries and joint ventures to make distributions to us;
|
•
|
may impair our ability to obtain additional financing on favorable terms or at all in the future;
|
•
|
may limit our flexibility in planning for, or reacting to, changes in our business and industry; and
|
•
|
may make us more vulnerable to downturns in our business, our industry or the economy in general.
|
•
|
incur additional indebtedness;
|
•
|
create liens on assets;
|
•
|
sell certain assets;
|
•
|
make certain investments, loans, guarantees or advances;
|
•
|
declare or pay certain dividends and distributions;
|
•
|
make certain acquisitions;
|
•
|
consolidate, merge, sell or otherwise dispose of all or substantially all of our assets;
|
•
|
enter into transactions with our affiliates;
|
•
|
change the business conducted by the borrowers and their respective subsidiaries;
|
•
|
enter into a securitization transaction unless certain conditions are met; and
|
•
|
access cash in restricted bank accounts.
|
•
|
passenger and air cargo demand;
|
•
|
fuel costs, inflation and general economic conditions;
|
•
|
geopolitical events, including war, prolonged armed conflict and acts of terrorism;
|
•
|
epidemics and natural disasters;
|
•
|
governmental regulation, including regulation of trade, such as the imposition of import and export controls, tariffs and other trade barriers;
|
•
|
interest rates;
|
•
|
the availability and cost of financing;
|
•
|
airline restructurings and bankruptcies;
|
•
|
manufacturer production levels and technological innovation;
|
•
|
manufacturers merging, entering or exiting the industry;
|
•
|
retirement and obsolescence of aircraft models;
|
•
|
increases in production rates from manufacturers;
|
•
|
reintroduction into service of aircraft previously in storage; and
|
•
|
airport and air traffic control infrastructure constraints.
|
•
|
the particular maintenance, operating history and documentary records of the aircraft;
|
•
|
the geographical area where the aircraft is based and operates;
|
•
|
the number of operators using a particular type of aircraft;
|
•
|
the regulatory authority under which the aircraft is operated;
|
•
|
whether the aircraft is subject to a lease and, if so, whether the lease terms are favorable to the lessor;
|
•
|
the age of the aircraft;
|
•
|
any renegotiation of a lease on less favorable terms;
|
•
|
the negotiability of clear title free from mechanic’s liens and encumbrances;
|
•
|
any regulatory and legal requirements that must be satisfied before the aircraft can be purchased, sold or re-leased;
|
•
|
decrease in the creditworthiness of lessees;
|
•
|
compatibility of aircraft configurations or specifications with other aircraft owned by operators of that type;
|
•
|
comparative value based on newly manufactured competitive aircraft; and
|
•
|
the availability of spare parts.
|
•
|
airlines;
|
•
|
aircraft manufacturers;
|
•
|
financial institutions, including those seeking to dispose of repossessed aircraft at distressed prices;
|
•
|
aircraft brokers;
|
•
|
public and private partnerships, investors and funds with excess capital to invest in aircraft and engines; and
|
•
|
emerging aircraft leasing companies that we do not currently consider our major competitors.
|
•
|
passenger air travel and air cargo demand;
|
•
|
competition;
|
•
|
economic conditions, inflation and currency fluctuations in the countries and regions in which a lessee operates;
|
•
|
price and availability of jet fuel;
|
•
|
availability and cost of financing;
|
•
|
fare levels;
|
•
|
geopolitical and other events, including war, acts of terrorism, outbreaks of epidemic diseases and natural disasters;
|
•
|
increases in operating costs, including labor costs and other general economic conditions affecting our lessees’ operations;
|
•
|
labor difficulties;
|
•
|
the availability of financial or other governmental support extended to a lessee; and
|
•
|
governmental regulation and associated fees affecting the air transportation business, including restrictions on carbon emissions and other environmental regulations, and fly-over restrictions imposed by route authorities.
|
•
|
higher costs to the airlines due to the increased security measures;
|
•
|
decreased passenger demand and revenue due to the inconvenience of additional security measures or concerns about the safety of flying;
|
•
|
the imposition of “no-fly zone” or other restrictions on commercial airline traffic in certain regions;
|
•
|
uncertainty of the price and availability of jet fuel and the cost and practicability of obtaining fuel hedges;
|
•
|
higher financing costs and difficulty in raising the desired amount of proceeds on favorable terms, if at all;
|
•
|
significantly higher costs of aviation insurance coverage for future claims caused by acts of war, terrorism, sabotage, hijacking and other similar perils, or the unavailability of certain types of insurance;
|
•
|
inability of airlines to reduce their operating costs and conserve financial resources, taking into account the increased costs incurred as a consequence of such events;
|
•
|
special charges recognized by some operators, such as those related to the impairment of aircraft and engines and other long-lived assets stemming from the grounding of aircraft as a result of terrorist attacks, economic conditions and airline reorganizations; and
|
•
|
an airline becoming insolvent and/or ceasing operations.
|
•
|
missed or late delivery of aircraft and engines ordered by us and an inability to meet our contractual obligations to our customers, resulting in lost or delayed revenues, lower growth rates and strained customer relationships;
|
•
|
an inability to acquire aircraft and engines and related components on terms that will allow us to lease those aircraft and engines to customers at a profit, resulting in lower growth rates or a contraction in our aircraft portfolio;
|
•
|
a market environment with too many aircraft and engines available, creating downward pressure on demand for the aircraft and engines in our fleet and reduced market lease rates and sale prices;
|
•
|
poor customer support or reputational damage from the manufacturers of aircraft, engines and components resulting in reduced demand for a particular manufacturer’s product, creating downward pressure on demand for those aircraft and engines in our fleet and reduced market lease rates and sale prices for those aircraft and engines;
|
•
|
reduction in our competitiveness due to deep discounting by the manufacturers, which may lead to reduced market lease rates and sale prices and may affect our ability to remarket or sell some of the aircraft and engines in our portfolio; and
|
•
|
technical or other difficulties with aircraft after delivery that subject such aircraft to operating restrictions or groundings, resulting in a decline in value and lease rates of such aircraft and impairing our ability to lease or dispose of such aircraft on favorable terms.
|
•
|
general political and economic instability in international markets;
|
•
|
limitations on the repatriation of our assets;
|
•
|
expropriation of our international assets; and
|
•
|
different liability standards and legal systems that may be less developed and less predictable than those in advanced economies.
|
•
|
A statement in the preamble to the treaty, confirming that the treaty is not being used for treaty-shopping purposes.
|
•
|
Inclusion of a principal purpose test (“PPT”), which will disallow treaty benefits where the main purpose or one of the main purposes of structuring the transaction is to obtain the benefits of the treaty. Given the subjectivity of the PPT, there is a risk that each counterparty jurisdiction will interpret it differently, which creates uncertainty in its application to leasing and other arrangements. Until such time as countries develop guidance on how the test will be applied, it will be difficult to determine its effect on us. However, the MLI will likely make it more challenging for intermediary lessors to claim treaty benefits (including any intermediary lessors forming part of the transaction), though this will ultimately depend on local interpretation and practice. For certain other lessee jurisdictions, the MLI may strengthen the jurisdiction’s existing anti-avoidance and/or beneficial ownership provisions or result in an increased threshold for claiming treaty benefits.
|
Item 4.
|
Information on the Company
|
|
Year Ended December 31,
|
||||||||||
|
2018
|
|
2017
|
|
2016
|
||||||
|
(U.S. Dollars in thousands)
|
||||||||||
Purchase of flight equipment
|
$
|
4,036,194
|
|
|
$
|
3,956,671
|
|
|
$
|
2,892,731
|
|
Prepayments on flight equipment
|
1,912,215
|
|
|
1,268,585
|
|
|
947,419
|
|
|
Year Ended December 31,
|
|
|
||||||||
|
2018
|
|
2017
|
|
2016
|
|
Total
|
||||
Owned portfolio
|
|
|
|
|
|
|
|
||||
New leases on new aircraft
|
115
|
|
|
59
|
|
|
72
|
|
|
246
|
|
New leases on used aircraft
|
43
|
|
|
51
|
|
|
75
|
|
|
169
|
|
Extensions of lease contracts
|
85
|
|
|
105
|
|
|
113
|
|
|
303
|
|
Aircraft purchases
|
76
|
|
|
58
|
|
|
38
|
|
|
172
|
|
Aircraft sales and part-outs
|
91
|
|
|
99
|
|
|
124
|
|
|
314
|
|
Managed portfolio
|
|
|
|
|
|
|
|
||||
New leases on used aircraft
|
5
|
|
|
4
|
|
|
7
|
|
|
16
|
|
Extensions of lease contracts
|
9
|
|
|
11
|
|
|
12
|
|
|
32
|
|
Aircraft sales and part-outs
|
12
|
|
|
15
|
|
|
17
|
|
|
44
|
|
Total aircraft transactions
|
436
|
|
|
402
|
|
|
458
|
|
|
1,296
|
|
Aircraft type
|
|
2019
|
|
2020
|
|
2021
|
|
2022
|
|
2023
|
|
2024
|
|
2025
|
|
2026
|
|
2027
|
|
2028
|
|
2029
|
|
2030
|
|
2031
|
|
2032
|
|
Total
|
|||||||||||||||
Airbus A320 Family
|
|
44
|
|
|
72
|
|
|
49
|
|
|
35
|
|
|
32
|
|
|
32
|
|
|
18
|
|
|
6
|
|
|
5
|
|
|
8
|
|
|
1
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
302
|
|
Airbus A320neo Family
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1
|
|
|
1
|
|
|
—
|
|
|
14
|
|
|
27
|
|
|
38
|
|
|
4
|
|
|
7
|
|
|
92
|
|
Airbus A330
|
|
5
|
|
|
9
|
|
|
4
|
|
|
14
|
|
|
12
|
|
|
11
|
|
|
4
|
|
|
3
|
|
|
2
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
64
|
|
Airbus A350
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2
|
|
|
6
|
|
|
7
|
|
|
8
|
|
|
1
|
|
|
—
|
|
|
24
|
|
Boeing 737NG
|
|
15
|
|
|
19
|
|
|
17
|
|
|
19
|
|
|
28
|
|
|
38
|
|
|
17
|
|
|
35
|
|
|
26
|
|
|
6
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
220
|
|
Boeing 737 MAX
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5
|
|
|
—
|
|
|
—
|
|
|
5
|
|
Boeing 767
|
|
7
|
|
|
7
|
|
|
7
|
|
|
1
|
|
|
1
|
|
|
4
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
27
|
|
Boeing 777-200ER
|
|
—
|
|
|
3
|
|
|
1
|
|
|
1
|
|
|
1
|
|
|
1
|
|
|
2
|
|
|
2
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
11
|
|
Boeing 777-300/300ER
|
|
7
|
|
|
2
|
|
|
—
|
|
|
2
|
|
|
3
|
|
|
2
|
|
|
5
|
|
|
2
|
|
|
1
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
24
|
|
Boeing 787
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5
|
|
|
6
|
|
|
5
|
|
|
13
|
|
|
12
|
|
|
6
|
|
|
14
|
|
|
13
|
|
|
2
|
|
|
—
|
|
|
76
|
|
Embraer E190/195-E2
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1
|
|
Other
|
|
6
|
|
|
2
|
|
|
12
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
20
|
|
Total (a) (b)
|
|
84
|
|
|
114
|
|
|
90
|
|
|
72
|
|
|
82
|
|
|
95
|
|
|
52
|
|
|
62
|
|
|
48
|
|
|
40
|
|
|
49
|
|
|
64
|
|
|
7
|
|
|
7
|
|
|
866
|
|
|
(a)
|
Includes aircraft that have been re-leased or for which the lease has been extended. As of March 5, 2019, 74 of the 84 aircraft with leases expiring in 2019 have been re-leased, have had leases extended, or have been designated for sale or part-out.
|
(b)
|
Excludes
18
off-lease aircraft.
As of
March 5, 2019
, 12 of the off-lease aircraft were re-leased or under commitments for re-lease and five were designated for sale or part-out.
|
Lessee
|
|
Percentage of 2018 lease revenue
|
|
American Airlines
|
|
7.1
|
%
|
Air France
|
|
4.3
|
%
|
China Southern Airlines
|
|
4.2
|
%
|
Emirates
|
|
4.1
|
%
|
LATAM Airlines
|
|
3.9
|
%
|
Total
|
|
23.6
|
%
|
|
Year Ended December 31,
|
|
||||||
|
2018
|
|
2017
|
|
2016
|
|||
Asia/Pacific/Russia
|
36
|
%
|
|
35
|
%
|
|
36
|
%
|
Europe
|
30
|
%
|
|
31
|
%
|
|
31
|
%
|
United States/Canada/Caribbean
|
13
|
%
|
|
14
|
%
|
|
14
|
%
|
Latin America
|
11
|
%
|
|
10
|
%
|
|
9
|
%
|
Africa/Middle East
|
10
|
%
|
|
10
|
%
|
|
10
|
%
|
Total
|
100
|
%
|
|
100
|
%
|
|
100
|
%
|
•
|
remarketing aircraft;
|
•
|
collecting rental and supplemental maintenance rent payments, monitoring aircraft maintenance, monitoring and enforcing contract compliance and accepting delivery and redelivery of aircraft;
|
•
|
conducting ongoing lessee financial performance reviews;
|
•
|
periodically inspecting the leased aircraft;
|
•
|
coordinating technical modifications to aircraft to meet new lessee requirements;
|
•
|
conducting restructuring negotiations in connection with lease defaults;
|
•
|
repossessing aircraft;
|
•
|
arranging and monitoring insurance coverage;
|
•
|
registering and de-registering aircraft;
|
•
|
arranging for aircraft and aircraft engine valuations; and
|
•
|
providing market research.
|
•
|
purchasing aircraft directly from manufacturers;
|
•
|
entering into purchase and leaseback transactions with aircraft operators;
|
•
|
using our global customer relationships to obtain favorable lease terms for aircraft and maximizing aircraft utilization;
|
•
|
maintaining diverse sources of global funding;
|
•
|
optimizing our portfolio by selling aircraft; and
|
•
|
providing management services to securitization vehicles, our joint ventures and other aircraft owners at limited incremental cost to us.
|
•
|
increase the geographical and product diversity of our portfolio;
|
•
|
obtain stable servicing revenues; and
|
•
|
diversify our exposure to the economic risks related to aircraft.
|
Aircraft type
|
|
Number of
owned aircraft |
|
Percentage of
total net book value |
|
Number of
managed aircraft |
|
Number of on
order aircraft |
|
Total owned,
managed and on order aircraft |
|||||
Airbus A320 Family
|
|
318
|
|
|
16
|
%
|
|
41
|
|
|
—
|
|
|
359
|
|
Airbus A320neo Family
|
|
97
|
|
|
14
|
%
|
|
—
|
|
|
173
|
|
|
270
|
|
Airbus A330
|
|
73
|
|
|
9
|
%
|
|
11
|
|
|
—
|
|
|
84
|
|
Airbus A350
|
|
24
|
|
|
10
|
%
|
|
—
|
|
|
2
|
|
|
26
|
|
Boeing 737NG
|
|
261
|
|
|
19
|
%
|
|
36
|
|
|
—
|
|
|
297
|
|
Boeing 737 MAX
|
|
5
|
|
|
1
|
%
|
|
—
|
|
|
99
|
|
|
104
|
|
Boeing 767
|
|
31
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
31
|
|
Boeing 777-200ER
|
|
18
|
|
|
1
|
%
|
|
4
|
|
|
—
|
|
|
22
|
|
Boeing 777-300/300ER
|
|
26
|
|
|
5
|
%
|
|
2
|
|
|
—
|
|
|
28
|
|
Boeing 787
|
|
76
|
|
|
25
|
%
|
|
1
|
|
|
40
|
|
|
117
|
|
Embraer E190/195-E2
|
|
1
|
|
|
—
|
|
|
—
|
|
|
49
|
|
|
50
|
|
Other
|
|
32
|
|
|
—
|
|
|
1
|
|
|
—
|
|
|
33
|
|
Total
|
|
962
|
|
|
100
|
%
|
|
96
|
|
|
363
|
|
|
1,421
|
|
|
|
As of December 31,
|
|||||||||||||
Aircraft type
|
|
2018
|
|
2017
|
|
2016
|
|
2015
|
|
2014
|
|||||
Airbus A320 Family
|
|
16
|
%
|
|
21
|
%
|
|
25
|
%
|
|
29
|
%
|
|
31
|
%
|
Airbus A320neo Family
|
|
14
|
%
|
|
7
|
%
|
|
2
|
%
|
|
—
|
|
|
—
|
|
Airbus A330
|
|
9
|
%
|
|
11
|
%
|
|
14
|
%
|
|
15
|
%
|
|
17
|
%
|
Airbus A350
|
|
10
|
%
|
|
7
|
%
|
|
5
|
%
|
|
1
|
%
|
|
—
|
|
Boeing 737NG
|
|
19
|
%
|
|
22
|
%
|
|
25
|
%
|
|
28
|
%
|
|
26
|
%
|
Boeing 737 MAX
|
|
1
|
%
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Boeing 767
|
|
—
|
|
|
1
|
%
|
|
1
|
%
|
|
1
|
%
|
|
2
|
%
|
Boeing 777-200ER
|
|
1
|
%
|
|
2
|
%
|
|
3
|
%
|
|
5
|
%
|
|
6
|
%
|
Boeing 777-300/300ER
|
|
5
|
%
|
|
6
|
%
|
|
8
|
%
|
|
8
|
%
|
|
9
|
%
|
Boeing 787
|
|
25
|
%
|
|
22
|
%
|
|
16
|
%
|
|
11
|
%
|
|
6
|
%
|
Embraer E190/195-E2/Other
|
|
—
|
|
|
1
|
%
|
|
1
|
%
|
|
2
|
%
|
|
3
|
%
|
Total
|
|
100
|
%
|
|
100
|
%
|
|
100
|
%
|
|
100
|
%
|
|
100
|
%
|
|
Held for operating leases
|
|
Net investment in finance and sales-type leases
|
|
Held for sale
|
|
Total owned aircraft
|
|
||||
Number of owned aircraft at beginning of period
|
895
|
|
|
67
|
|
|
18
|
|
|
980
|
|
|
Aircraft purchases
|
76
|
|
|
—
|
|
|
—
|
|
|
76
|
|
|
Aircraft reclassified (to) from held for sale
|
(49
|
)
|
|
—
|
|
|
49
|
|
|
—
|
|
|
Aircraft sold or designated for part-out
|
(32
|
)
|
|
(2
|
)
|
|
(60
|
)
|
|
(94
|
)
|
(a)
|
Aircraft reclassified to net investment in finance and sales-type leases
|
(6
|
)
|
|
6
|
|
|
—
|
|
|
—
|
|
|
Number of owned aircraft at end of period
|
884
|
|
|
71
|
|
|
7
|
|
|
962
|
|
|
|
(a)
|
Includes three aircraft that were reclassified to spare inventory.
|
Aircraft type
|
|
2019
|
|
2020
|
|
2021
|
|
2022
|
|
2023
|
|
Total
|
||||||
Airbus A320neo Family
|
|
42
|
|
|
49
|
|
|
32
|
|
|
25
|
|
|
25
|
|
|
173
|
|
Airbus A350
|
|
2
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2
|
|
Boeing 737 MAX
|
|
17
|
|
|
24
|
|
|
28
|
|
|
27
|
|
|
3
|
|
|
99
|
|
Boeing 787
|
|
15
|
|
|
4
|
|
|
6
|
|
|
6
|
|
|
9
|
|
|
40
|
|
Embraer E190/195-E2
|
|
10
|
|
|
13
|
|
|
14
|
|
|
12
|
|
|
—
|
|
|
49
|
|
Total
|
|
86
|
|
|
90
|
|
|
80
|
|
|
70
|
|
|
37
|
|
|
363
|
|
Item 4A.
|
Unresolved Staff Comments
|
Item 5.
|
Operating and Financial Review and Prospects
|
•
|
AerCap executed a total of 436 aircraft transactions, including 85 widebody transactions.
|
•
|
AerCap completed record purchases of 76 new technology aircraft for approximately $5.9 billion.
|
•
|
AerCap completed sales of 91 older and mid-life owned aircraft with aggregate proceeds of approximately $2.2 billion.
|
•
|
AerCap delivered the first Airbus A350-900 aircraft to Sichuan Airlines, marking the first AerCap A350 delivery to mainland China.
|
•
|
AerCap delivered its first Embraer E190-E2 to Air Astana, the national carrier of Kazakhstan, making Air Astana the first operator of the Embraer E190-E2 in Central Asia.
|
•
|
AerCap raised approximately $6.9 billion of financing, including bank debt, revolving credit facilities and note issuances in the capital markets.
|
•
|
AerCap’s Board of Directors approved share repurchase programs for an aggregate $700 million and repurchased an aggregate of
13.9 million
ordinary shares for approximately
$726.6 million
under share repurchase programs authorized in 2018 and 2017.
|
•
|
the contracted lease rate, which is highly dependent on the age, condition and type of the leased aircraft;
|
•
|
for leases with rates tied to floating interest rates, interest rates during the term of the lease;
|
•
|
the number of aircraft currently subject to lease contracts;
|
•
|
the lessee’s performance of its lease obligations; and
|
•
|
the amount of EOL compensation payments we receive and the amount of accrued maintenance liabilities recognized as revenue during and at the end of a lease.
|
•
|
the number, type, age and condition of the aircraft we own;
|
•
|
aviation industry market conditions, including general economic and political conditions;
|
•
|
the demand for our aircraft and the resulting lease rates we are able to obtain for our aircraft;
|
•
|
the availability and cost of debt capital to finance purchases of aircraft and aviation assets;
|
•
|
the purchase price we pay for our aircraft;
|
•
|
the number, type and sale price of aircraft, or parts in the event of a part-out of an aircraft, we sell in a period;
|
•
|
the ability of our lessees to meet their lease obligations and maintain our aircraft in airworthy and marketable condition;
|
•
|
the utilization rate of our aircraft;
|
•
|
the recognition of non-cash share-based compensation expense related to the issuance of restricted stock units or restricted stock;
|
•
|
our expectations of future maintenance reimbursements and lessee maintenance contributions;
|
•
|
interest rates, which affect our aircraft lease revenues, our interest expense and the market value of our interest rate derivatives; and
|
•
|
our ability to fund our business.
|
|
Year Ended
December 31,
|
||||||
|
2018
|
|
2017
|
||||
|
(U.S. Dollars in thousands)
|
||||||
Revenues and other income
|
|
|
|
||||
Basic lease rents
|
$
|
4,145,552
|
|
|
$
|
4,194,224
|
|
Maintenance rents and other receipts
|
391,541
|
|
|
519,578
|
|
||
Net gain on sale of assets
|
201,323
|
|
|
229,093
|
|
||
Other income
|
61,564
|
|
|
94,598
|
|
||
Total Revenues and other income
|
4,799,980
|
|
|
5,037,493
|
|
||
Expenses
|
|
|
|
||||
Depreciation and amortization
|
1,679,074
|
|
|
1,727,296
|
|
||
Asset impairment
|
44,186
|
|
|
61,286
|
|
||
Interest expense
|
1,174,074
|
|
|
1,112,391
|
|
||
Leasing expenses
|
446,487
|
|
|
537,752
|
|
||
Restructuring related expenses
|
—
|
|
|
14,605
|
|
||
Selling, general and administrative expenses
|
305,226
|
|
|
348,291
|
|
||
Total Expenses
|
3,649,047
|
|
|
3,801,621
|
|
||
Income before income taxes and income of investments accounted for under the equity method
|
1,150,933
|
|
|
1,235,872
|
|
||
Provision for income taxes
|
(144,079
|
)
|
|
(164,718
|
)
|
||
Equity in net earnings of investments accounted for under the equity method
|
10,643
|
|
|
9,199
|
|
||
Net income
|
$
|
1,017,497
|
|
|
$
|
1,080,353
|
|
Net income attributable to non-controlling interest
|
(1,865
|
)
|
|
(4,202
|
)
|
||
Net income attributable to AerCap Holdings N.V.
|
$
|
1,015,632
|
|
|
$
|
1,076,151
|
|
|
|
|
|
||||
Diluted earnings per share
|
$
|
6.83
|
|
|
$
|
6.43
|
|
•
|
the sale of 190 aircraft between January 1, 2017 and
December 31, 2018
with an aggregate net book value of $3.6 billion on their sale dates, resulting in a decrease in basic lease rents of $369.4 million; and
|
•
|
a decrease in basic lease rents of $228.4 million primarily due to re-leases and extensions at lower rates and, to a lesser extent, the conversion of operating leases to finance leases. The accounting for the extensions requires the remaining rental payments to be recorded on a straight-line basis over the remaining term of the original lease plus the extension period. This results in a decrease in basic lease rents recognized as revenue during the remaining term of the original lease that will be offset by an increase in basic lease rents during the extension period. In addition, the contracted lease rates of extensions or re-leases of an aircraft tend to be lower than their previous lease rates as the aircraft are older, and older aircraft have lower lease rates than newer aircraft,
|
•
|
the acquisition of
134
aircraft between January 1, 2017 and
December 31, 2018
, with an aggregate net book value of $11.1 billion on their respective acquisition dates, resulting in an increase in basic lease rents of $549.2 million.
|
•
|
a decrease of $85.1 million in regular maintenance rents, primarily due to lower EOL and other compensation received during the year ended
December 31, 2018
as compared to the year ended
December 31, 2017
; and
|
•
|
a decrease of $43.0 million in maintenance revenue and other receipts from early lease terminations during the year ended
December 31, 2018
as compared to the year ended
December 31, 2017
.
|
•
|
an increase in the average cost of debt to
4.1%
for the year ended
December 31, 2018
as compared to 3.9% for the year ended
December 31, 2017
. The average cost of debt excludes the effect of mark-to-market movements on interest rate caps. The increase in the average cost of debt was primarily due to the issuance of new longer-term bonds to replace shorter-term notes assumed as part of the ILFC Transaction, which had lower reported interest expense as a result of the application of the acquisition method of accounting to the debt. The increase in the average cost of debt resulted in a $44.4 million increase in interest expense; and
|
•
|
an increase in the average outstanding debt balance by $1.0 billion to $28.9 billion during the year ended
December 31, 2018
from $27.9 billion during the year ended
December 31, 2017
, resulting in a $36.7 million increase in interest expense,
|
•
|
a $19.4 million decrease in interest expense attributable to an increase in mark-to-market gains on derivatives. For the year ended
December 31, 2018
, we recognized a gain of $5.2 million related to mark-to-market movements on derivative contracts compared to a corresponding loss of $14.2 million recognized during the year ended
December 31, 2017
.
|
|
Year Ended
December 31,
|
||||||
|
2017
|
|
2016
|
||||
|
(U.S. Dollars in thousands)
|
||||||
Revenues and other income
|
|
|
|
||||
Basic lease rents
|
$
|
4,194,224
|
|
|
$
|
4,395,318
|
|
Maintenance rents and other receipts
|
519,578
|
|
|
472,305
|
|
||
Net gain on sale of assets
|
229,093
|
|
|
138,522
|
|
||
Other income
|
94,598
|
|
|
145,986
|
|
||
Total Revenues and other income
|
5,037,493
|
|
|
5,152,131
|
|
||
Expenses
|
|
|
|
||||
Depreciation and amortization
|
1,727,296
|
|
|
1,791,336
|
|
||
Asset impairment
|
61,286
|
|
|
81,607
|
|
||
Interest expense
|
1,112,391
|
|
|
1,091,861
|
|
||
Leasing expenses
|
537,752
|
|
|
582,530
|
|
||
Restructuring related expenses
|
14,605
|
|
|
53,389
|
|
||
Selling, general and administrative expenses
|
348,291
|
|
|
351,012
|
|
||
Total Expenses
|
3,801,621
|
|
|
3,951,735
|
|
||
Income before income taxes and income of investments accounted for under the equity method
|
1,235,872
|
|
|
1,200,396
|
|
||
Provision for income taxes
|
(164,718
|
)
|
|
(173,496
|
)
|
||
Equity in net earnings of investments accounted for under the equity method
|
9,199
|
|
|
12,616
|
|
||
Net income
|
$
|
1,080,353
|
|
|
$
|
1,039,516
|
|
Net (income) loss attributable to non-controlling interest
|
(4,202
|
)
|
|
7,114
|
|
||
Net income attributable to AerCap Holdings N.V.
|
$
|
1,076,151
|
|
|
$
|
1,046,630
|
|
|
|
|
|
||||
Diluted earnings per share
|
$
|
6.43
|
|
|
$
|
5.52
|
|
•
|
the sale of 222 aircraft between January 1, 2016 and December 31, 2017 with an aggregate net book value of $3.8 billion on their sale dates, resulting in a decrease in basic lease rents of $338.6 million; and
|
•
|
a decrease in basic lease rents of $263.1 million primarily due to re-leases and extensions at lower rates and, to a lesser extent, the conversion of operating leases to finance leases. The accounting for the extensions requires the remaining rental payments to be recorded on a straight-line basis over the remaining term of the original lease plus the extension period. This results in a decrease in basic lease rents recognized as revenue during the remaining term of the original lease that will be offset by an increase in basic lease rents during the extension period. In addition, the contracted lease rates of extensions or re-leases of an aircraft tend to be lower than their previous lease rates as the aircraft are older, and older aircraft have lower lease rates than newer aircraft,
|
•
|
the acquisition of 95 aircraft between January 1, 2016 and December 31, 2017, with an aggregate net book value of $9.1 billion on their respective acquisition dates, resulting in an increase in basic lease rents of $400.6 million.
|
•
|
an increase of $31.2 million in regular maintenance rents, primarily due to higher EOL compensation received during the year ended December 31, 2017 as compared to the year ended December 31, 2016; and
|
•
|
an increase of $16.1 million in maintenance revenue and other receipts from early lease terminations during the year ended December 31, 2017 as compared to the year ended December 31, 2016.
|
•
|
an increase in the average cost of debt to 3.9% for the year ended December 31, 2017 as compared to 3.7% for the year ended December 31, 2016. The average cost of debt excludes the effect of mark-to-market movements on interest rate caps. The increase in the average cost of debt was primarily due to the issuance of new longer-term bonds to replace shorter-term notes assumed as part of the ILFC Transaction, which had lower reported interest expense as a result of the application of the acquisition method of accounting to the debt. The increase in the average cost of debt resulted in a $53.3 million increase in interest expense; and
|
•
|
a $12.6 million increase in non-cash mark-to-market losses on derivative contracts to $14.2 million recognized during the year ended December 31, 2017 from $1.6 million recognized during the year ended December 31, 2016,
|
•
|
a decrease in the average outstanding debt balance by $1.2 billion to $27.9 billion during the year ended December 31, 2017 from $29.1 billion during the year ended December 31, 2016, resulting in a $45.4 million decrease in interest expense.
|
|
Year Ended December 31,
|
||||||
|
2018
|
|
2017
|
||||
|
(U.S. Dollars in millions)
|
||||||
Net cash provided by operating activities
|
$
|
2,840.4
|
|
|
$
|
3,140.2
|
|
Net cash used in investing activities
|
(4,052.6
|
)
|
|
(3,392.1
|
)
|
||
Net cash provided by (used in) financing activities
|
600.4
|
|
|
(87.6
|
)
|
|
2019
|
|
2020
|
|
2021
|
|
2022
|
|
2023
|
|
Thereafter
|
|
Total
|
||||||||||||||
|
(U.S. Dollars in millions)
|
||||||||||||||||||||||||||
Unsecured debt facilities
|
$
|
3,099.9
|
|
|
$
|
2,650.0
|
|
|
$
|
2,850.0
|
|
|
$
|
4,260.0
|
|
|
$
|
1,200.0
|
|
|
$
|
2,950.0
|
|
|
$
|
17,009.9
|
|
Secured debt facilities
|
1,008.8
|
|
|
1,358.2
|
|
|
933.4
|
|
|
2,986.2
|
|
|
2,215.0
|
|
|
2,433.4
|
|
|
10,935.0
|
|
|||||||
Subordinated debt facilities
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,548.2
|
|
|
1,548.2
|
|
|||||||
Estimated interest payments (a)
|
1,255.9
|
|
|
1,131.5
|
|
|
882.5
|
|
|
697.0
|
|
|
397.4
|
|
|
3,288.7
|
|
|
7,653.0
|
|
|||||||
Purchase obligations (b)
|
5,480.4
|
|
|
4,806.4
|
|
|
3,942.5
|
|
|
2,529.1
|
|
|
1,704.9
|
|
|
—
|
|
|
18,463.3
|
|
|||||||
Operating leases (c)
|
9.2
|
|
|
9.3
|
|
|
9.2
|
|
|
9.3
|
|
|
9.3
|
|
|
35.2
|
|
|
81.5
|
|
|||||||
Total
|
$
|
10,854.2
|
|
|
$
|
9,955.4
|
|
|
$
|
8,617.6
|
|
|
$
|
10,481.6
|
|
|
$
|
5,526.6
|
|
|
$
|
10,255.5
|
|
|
$
|
55,690.9
|
|
|
(a)
|
Estimated interest payments for floating rate debt are based on rates as of
December 31, 2018
. Estimated interest payments include the estimated impact of our interest rate swap agreements.
|
(b)
|
Includes commitments to purchase
354
aircraft and
nine
purchase and leaseback transactions. See Note
28
—
Commitments and contingencies
to our Consolidated Financial Statements included in this annual report for further details on our purchase obligations.
|
(c)
|
Represents contractual payments on our office and facility leases.
|
|
As of December 31,
|
||||||
|
2018
|
|
2017
|
||||
|
(U.S. Dollars in millions, except share and per share data)
|
||||||
Total AerCap Holdings N.V. shareholders
’
equity
|
$
|
8,828.0
|
|
|
$
|
8,579.7
|
|
|
|
|
|
||||
Ordinary shares issued
|
151,847,345
|
|
|
167,847,345
|
|
||
Treasury shares
|
(9,172,681
|
)
|
|
(14,855,244
|
)
|
||
Ordinary shares outstanding
|
142,674,664
|
|
|
152,992,101
|
|
||
Shares of unvested restricted stock
|
(2,429,442
|
)
|
|
(3,007,752
|
)
|
||
Ordinary shares outstanding, excluding shares of unvested restricted stock
|
140,245,222
|
|
|
149,984,349
|
|
||
|
|
|
|
||||
Book value per ordinary share outstanding, excluding shares of unvested restricted stock
|
$
|
62.95
|
|
|
$
|
57.20
|
|
|
Year Ended December 31,
|
|
Percentage
Difference |
|||||||
|
2018
|
|
2017
|
|
||||||
|
(U.S. Dollars in millions)
|
|
|
|||||||
Basic lease rents
|
$
|
4,145.6
|
|
|
$
|
4,194.2
|
|
|
(1
|
)%
|
Interest expense
|
1,174.1
|
|
|
1,112.4
|
|
|
6
|
%
|
||
Adjusted for:
|
|
|
|
|
|
|||||
Mark-to-market of interest rate caps
|
5.2
|
|
|
(14.2
|
)
|
|
NA
|
|
||
Interest expense excluding mark-to-market on interest rate caps
|
1,179.3
|
|
|
1,098.2
|
|
|
7
|
%
|
||
Net interest margin, or net spread
|
$
|
2,966.3
|
|
|
$
|
3,096.0
|
|
|
(4
|
)%
|
|
|
|
|
|
|
|||||
Average lease assets
|
$
|
35,369
|
|
|
$
|
34,228
|
|
|
3
|
%
|
|
|
|
|
|
|
|||||
Annualized net spread
|
8.4
|
%
|
|
9.0
|
%
|
|
|
|
||
|
|
|
|
|
|
|||||
Annualized net spread less depreciation and amortization
|
3.2
|
%
|
|
3.0
|
%
|
|
|
|
As of December 31,
|
||||||
|
2018
|
|
2017
|
||||
|
(U.S. Dollars in millions
except debt/equity ratio) |
||||||
Debt
|
$
|
29,507.6
|
|
|
$
|
28,420.7
|
|
Adjusted for:
|
|
|
|
||||
Cash and cash equivalents
|
(1,204.0
|
)
|
|
(1,659.7
|
)
|
||
50% credit for long-term subordinated debt
|
(750.0
|
)
|
|
(750.0
|
)
|
||
Adjusted debt
|
$
|
27,553.6
|
|
|
$
|
26,011.0
|
|
|
|
|
|
||||
Equity
|
$
|
8,880.6
|
|
|
$
|
8,638.8
|
|
Adjusted for:
|
|
|
|
||||
50% credit for long-term subordinated debt
|
750.0
|
|
|
750.0
|
|
||
Adjusted equity
|
$
|
9,630.6
|
|
|
$
|
9,388.8
|
|
|
|
|
|
||||
Adjusted debt/equity ratio
|
2.86 to 1
|
|
|
2.77 to 1
|
|
Item 6.
|
Directors, Senior Management and Employees
|
Name
|
|
Age
|
|
Position
|
|
Date of First
Appointment |
|
End Current
Term (a) |
Directors
|
|
|
|
|
|
|
|
|
Pieter Korteweg
|
|
77
|
|
Non-Executive Chairman of the Board of Directors
|
|
September 2006
|
|
2020 AGM
|
Aengus Kelly
|
|
45
|
|
Executive Director and Chief Executive Officer
|
|
May 2011
|
|
2023 AGM
|
Salem Al Noaimi
|
|
43
|
|
Non-Executive Director
|
|
May 2011
|
|
2020 AGM
|
Homaid Al Shimmari
|
|
51
|
|
Non-Executive Director
|
|
May 2011
|
|
2020 AGM
|
Julian (Brad) Branch
|
|
64
|
|
Non-Executive Director
|
|
April 2018
|
|
2022 AGM
|
Paul Dacier
|
|
61
|
|
Non-Executive Director and Vice Chairman
|
|
May 2010
|
|
2020 AGM
|
Richard (Michael) Gradon
|
|
59
|
|
Non-Executive Director
|
|
May 2010
|
|
2020 AGM
|
James (Jim) Lawrence
|
|
66
|
|
Non-Executive Director
|
|
May 2017
|
|
2021 AGM
|
Michael Walsh
|
|
52
|
|
Non-Executive Director
|
|
May 2017
|
|
2021 AGM
|
Robert (Bob) Warden
|
|
46
|
|
Non-Executive Director
|
|
July 2006
|
|
2020 AGM
|
Officers
|
|
|
|
|
|
|
|
|
Marnix den Heijer
|
|
46
|
|
Company Secretary and Chief Compliance Officer
|
|
|
|
|
Peter Juhas
|
|
47
|
|
Chief Financial Officer
|
|
|
|
|
Philip Scruggs
|
|
54
|
|
President and Chief Commercial Officer
|
|
|
|
|
Peter Anderson
|
|
43
|
|
Head of Asia Pacific & EMEA
|
|
|
|
|
Brian Canniffe
|
|
46
|
|
Group Treasurer
|
|
|
|
|
Vincent Drouillard
|
|
43
|
|
General Counsel
|
|
|
|
|
Anton Joiner
|
|
48
|
|
Chief Risk Officer
|
|
|
|
|
Tom Kelly
|
|
55
|
|
Chief Executive Officer, AerCap Ireland Limited
|
|
|
|
|
Jorg Koletzki
|
|
51
|
|
Chief Information Officer
|
|
|
|
|
Bart Ligthart
|
|
37
|
|
Head of Trading and Portfolio Management
|
|
|
|
|
Theresa Murray
|
|
51
|
|
Head of Human Resources
|
|
|
|
|
Martin Olson
|
|
56
|
|
Head of OEM Relations
|
|
|
|
|
Joe Venuto
|
|
59
|
|
Chief Technical Officer
|
|
|
|
|
|
(a)
|
The term for each director ends at the Annual General Meeting of Shareholders (“AGM”) typically held in April or May of each year.
|
Compensation goal
|
|
How goal is accomplished
|
Attract and retain leading executive talent
|
|
• Design compensation elements to enable us to compete effectively for executive talent
|
|
|
• Selectively retain executives acquired through business transactions considering industry and functional knowledge, leadership abilities and fit with Company culture
|
|
|
• Perform market analysis to stay informed of compensation trends and practices
|
Align executive pay with shareholder interests
|
|
• Concentrate executive pay heavily in equity compensation
|
|
|
• Require robust equity ownership and retention
|
|
|
• Motivate senior executives with meaningful incentives to generate long-term returns
|
Pay for performance
|
|
• Pay annual bonuses based on performance against one-year budgeted target set by the Nomination and Compensation Committee
|
|
|
• Reward long-term growth and value creation
|
|
|
• Tie long-term incentive program awards to the achievement of multi-year earnings per share targets set by the Nomination and Compensation Committee
|
|
|
• Reward high performers with above-target pay when predetermined goals are exceeded
|
Manage risk
|
|
• Prohibit hedging of Company securities and pledging of AerCap equity prior to vesting
|
|
|
• Emphasize long-term performance by designing equity award opportunities to minimize short-term focus and influence on compensation payouts
|
|
|
• Subject the executive director’s incentive compensation to clawback provisions under Dutch law
|
|
2018 Granted
|
|
2018 Vested
|
||||
Aengus Kelly (CEO)
|
1,281,502
|
|
(a)
|
|
1,074,078
|
|
(b)
|
Marnix den Heijer (Company Secretary & Chief Compliance Officer)
|
4,794
|
|
(c)
|
|
—
|
|
|
Peter Juhas (CFO)
|
136,462
|
|
(d)
|
|
—
|
|
|
Philip Scruggs (President & Chief Commercial Officer)
|
6,847
|
|
(e)
|
|
677,998
|
|
(f) (g)
|
|
(a)
|
Grant of 1,626,906 shares of restricted stock, of which 345,404 were withheld to pay taxes incurred by Mr. Kelly in connection with the grant.
|
(b)
|
Vesting of shares of restricted stock.
|
(c)
|
Grant of 7,222 shares of restricted stock, of which 2,428 were withheld to pay taxes incurred by Mr. Den Heijer in connection with the grant.
|
(d)
|
Grant of 225,000 shares of restricted stock, of which 88,538 were withheld to pay taxes incurred by Mr. Juhas in connection with the grant.
|
(e)
|
Grant of restricted stock units; payroll tax will be withheld and deducted from the shares to be delivered at vesting.
|
(f)
|
Vesting of 10,681 restricted stock units of which 3,952 were withheld to pay taxes incurred by Mr. Scruggs in connection with the vesting.
|
(g)
|
Vesting of 667,317 shares of restricted stock. Mr. Scruggs sold 227,201 shares to the Company at fair value on the date of sale and used the proceeds to pay his income taxes in connection with the vesting. Please refer to Note
27
—
Related party transactions
.
|
|
2019
|
|
2020
|
|
2021
|
|
2022
|
|
2023
|
|||||
Aengus Kelly (CEO)
|
571,455
|
|
|
—
|
|
|
18,345
|
|
|
842,105
|
|
|
421,052
|
|
Marnix den Heijer (Company Secretary & Chief Compliance Officer)
|
12,452
|
|
|
4,794
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Peter Juhas (CFO)
|
238,627
|
|
|
—
|
|
|
—
|
|
|
136,462
|
|
|
—
|
|
Philip Scruggs (President & Chief Commercial Officer)
|
—
|
|
|
326,847
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Ordinary shares (unrestricted)
|
|
Restricted stock (a)
|
|
Restricted stock units (a) (b)
|
|
Ordinary shares underlying options (c)
|
|
Fully diluted ownership percentage (d)
|
|||||
Directors:
|
|
|
|
|
|
|
|
|
|
|||||
Pieter Korteweg (Chairman)
|
32,170
|
|
|
—
|
|
|
7,245
|
|
|
—
|
|
|
*
|
|
Aengus Kelly (CEO) (e)
|
1,469,778
|
|
|
1,852,957
|
|
|
—
|
|
|
—
|
|
|
2.3
|
%
|
Salem Al Noaimi
|
3,335
|
|
|
—
|
|
|
2,862
|
|
|
3,954
|
|
|
*
|
|
Homaid Al Shimmari
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
*
|
|
Julian (Brad) Branch
|
4,000
|
|
|
—
|
|
|
4,311
|
|
|
—
|
|
|
*
|
|
Paul Dacier
|
5,597
|
|
|
—
|
|
|
3,731
|
|
|
5,728
|
|
|
*
|
|
Richard (Michael) Gradon
|
—
|
|
|
—
|
|
|
4,311
|
|
|
—
|
|
|
*
|
|
James (Jim) Lawrence
|
100,000
|
|
|
—
|
|
|
8,429
|
|
|
—
|
|
|
*
|
|
Michael Walsh
|
500
|
|
|
—
|
|
|
6,564
|
|
|
—
|
|
|
*
|
|
Robert (Bob) Warden
|
10,803
|
|
|
—
|
|
|
2,862
|
|
|
—
|
|
|
*
|
|
Total Directors
|
1,626,183
|
|
|
1,852,957
|
|
|
40,315
|
|
|
9,682
|
|
|
|
|
Group Executive Committee (GEC) Members:
|
|
|
|
|
|
|
|
|
|
|||||
Marnix den Heijer (Company Secretary & Chief Compliance Officer)
|
53,133
|
|
|
17,246
|
|
|
—
|
|
|
—
|
|
|
*
|
|
Peter Juhas (CFO)
|
29,025
|
|
|
136,462
|
|
|
238,627
|
|
|
—
|
|
|
*
|
|
Philip Scruggs (President & Chief Commercial Officer)
|
242,464
|
|
|
—
|
|
|
326,847
|
|
|
—
|
|
|
*
|
|
Total Directors and GEC Members
|
1,950,805
|
|
|
2,006,665
|
|
|
605,789
|
|
|
9,682
|
|
|
|
|
|
(a)
|
All restricted stock and restricted stock units are subject to time-based or performance-based vesting conditions. Of these restricted stock and restricted stock units, subject to the vesting conditions, 20,347 will vest on February 19, 2019, 551,108 will vest on May 31, 2019 (or the date of the AGM in 2019, whichever is the earlier), 12,452 will vest on August 31, 2019, 238,627 will vest on September 13, 2019, 25,805 will vest on April 30, 2020 (or, for part of these, the date of the AGM in 2020, whichever is the earlier), 326,847 will vest on May 31, 2020, 5,647 will vest on January 1, 2021, 18,345 will vest on March 12, 2021, 9,346 will vest on April 30, 2021 (or the date of the AGM in 2021, whichever is the earlier), 4,311 will vest on January 1, 2022, 842,105 will vest on May 1, 2022, 136,462 will vest on September 13, 2022 and 421,052 will vest on May 1, 2023.
|
(b)
|
Payroll tax will be withheld and deducted from the shares to be delivered at the vesting of restricted stock units, as applicable.
|
(c)
|
1,774 of these options expire on December 31, 2020 and carry a strike price of $14.12 per option. 4,302 of these options expire on December 31, 2021 and carry a strike price of $11.29 per option. The remaining 3,606 options expire on December 31, 2022 and carry a strike price of $13.72 per option.
|
(d)
|
Percentage amount assumes the vesting and exercise of all time-based and performance-based equity awards at target in this table, and no vesting or exercise of any other equity awards.
|
(e)
|
Mr. Kelly is our Chief Executive Officer and an Executive Director of the Board.
|
|
As of December 31,
|
|||||||
Location
|
2018
|
|
2017
|
|
2016
|
|||
Dublin, Ireland
|
207
|
|
|
205
|
|
|
159
|
|
Shannon, Ireland
|
78
|
|
|
75
|
|
|
70
|
|
Los Angeles, California
|
46
|
|
|
54
|
|
|
60
|
|
Singapore
|
41
|
|
|
43
|
|
|
44
|
|
Other (a)
|
13
|
|
|
30
|
|
|
65
|
|
Total (b)
|
385
|
|
|
407
|
|
|
398
|
|
|
(a)
|
Includes employees located in the Netherlands, China, France, the United Kingdom, the United Arab Emirates and throughout the United States, other than Los Angeles, California.
|
(b)
|
Includes one, two and ten part-time employees as of December 31,
2018
,
2017
and
2016
, respectively.
|
Item 7.
|
Major Shareholders and Related Party Transactions
|
Item 8.
|
Financial Information
|
Item 9.
|
The Offer and Listing
|
Item 10.
|
Additional Information
|
•
|
the General Meeting of Shareholders has authorized our Board of Directors to acquire the ordinary shares, which authorization may be valid for no more than 18 months;
|
•
|
our equity, after deduction of the price of acquisition, is not less than the sum of the paid-in and called-up portion of the share capital and the reserves that the laws of the Netherlands or our articles of association require us to maintain; and
|
•
|
we would not hold after such purchase, or hold as pledgee, ordinary shares with an aggregate par value exceeding such part of our issued share capital as set by law from time to time.
|
•
|
capital reduction;
|
•
|
exclusion or restriction of preemptive rights, or designation of the Board of Directors as the authorized corporate body for this purpose; and
|
•
|
legal merger or legal demerger within the meaning of Title 7 of Book 2 of the Dutch Civil Code.
|
•
|
the sale or transfer of substantially all our business or assets;
|
•
|
the commencement or termination of certain major joint ventures and our participation as a general partner with full liability in a limited partnership (“
commanditaire vennootschap
”) or general partnership (“
vennootschap onder firma
”); and
|
•
|
the acquisition or disposal by us of a participating interest in a company’s share capital, the value of which amounts to at least one third of the value of our assets.
|
•
|
individual shareholders (not being a company) who are not tax resident in Ireland and who are resident for the purposes of tax in a Relevant Territory;
|
•
|
corporate shareholders resident for the purposes of tax in a Relevant Territory and which are not controlled (directly or indirectly) by Irish tax residents;
|
•
|
corporate shareholders that are not resident in Ireland for the purposes of tax, which are under the direct or indirect control of persons who are resident for the purposes of tax in a Relevant Territory and are not under the ultimate control of persons not resident in a Relevant Territory; or
|
•
|
corporate shareholders, that are not resident for tax purposes in Ireland, the principal class of shares of which (or of its 75% parent or where wholly owned by two or more companies, each such company) is substantially and regularly traded on a stock exchange in Ireland, a recognized stock exchange in a Relevant Territory or on such other stock exchange approved by the Irish Minister for Finance (which includes the New York Stock Exchange),
|
Item 11.
|
Quantitative and Qualitative Disclosures About Market Risk
|
|
2019
|
|
2020
|
|
2021
|
|
2022
|
|
2023
|
|
Thereafter
|
|
Fair value
|
||||||||||||||
|
(U.S. Dollars in millions)
|
||||||||||||||||||||||||||
Interest rate caps
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Average notional amounts
|
$
|
2,325.0
|
|
|
$
|
2,255.2
|
|
|
$
|
1,715.7
|
|
|
$
|
1,211.2
|
|
|
$
|
675.4
|
|
|
$
|
—
|
|
|
$
|
32.5
|
|
Weighted average strike rate
|
2.5
|
%
|
|
2.5
|
%
|
|
2.5
|
%
|
|
2.6
|
%
|
|
2.8
|
%
|
|
—
|
|
|
|
|
2019
|
|
2020
|
|
2021
|
|
2022
|
|
2023
|
|
Thereafter
|
|
Fair value
|
||||||||||||||
|
(U.S. Dollars in millions)
|
||||||||||||||||||||||||||
Interest rate swaps
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Average notional amounts
|
$
|
3,893.1
|
|
|
$
|
3,689.4
|
|
|
$
|
3,150.0
|
|
|
$
|
2,211.3
|
|
|
$
|
666.7
|
|
|
$
|
—
|
|
|
$
|
7.2
|
|
Weighted average pay rate
|
2.4
|
%
|
|
2.4
|
%
|
|
2.6
|
%
|
|
2.8
|
%
|
|
3.0
|
%
|
|
—
|
|
|
|
Item 12.
|
Description of Securities Other than Equity Securities
|
Item 13.
|
Defaults, Dividend Arrearages and Delinquencies
|
Item 14.
|
Material Modifications to the Rights of Security Holders and Use of Proceeds
|
Item 15.
|
Controls and Procedures
|
Item 16A.
|
Audit Committee Financial Expert
|
Item 16B.
|
Code of Ethics
|
Item 16C.
|
Principal Accountant Fees and Services
|
Item 16D.
|
Exemptions from the Listing Standards for Audit Committees
|
Item 16E.
|
Purchases of Equity Securities by the Issuer and Affiliated Purchasers
|
|
Number of ordinary shares purchased
|
|
Average price paid per ordinary share
|
|
Total number of ordinary shares purchased as part of our publicly announced program
|
|
Maximum dollar value of ordinary shares that may yet be purchased under the program
(U.S. Dollars in millions) (a) |
||||||
January 2018
|
1,684,412
|
|
|
$
|
53.92
|
|
|
1,684,412
|
|
|
$
|
68.5
|
|
February 2018
|
2,027,926
|
|
|
51.68
|
|
|
2,027,926
|
|
|
163.7
|
|
||
March 2018
|
2,190,981
|
|
|
49.75
|
|
|
2,190,981
|
|
|
54.7
|
|
||
April 2018
|
529,018
|
|
|
51.99
|
|
|
529,018
|
|
|
227.2
|
|
||
May 2018
|
1,084,404
|
|
|
55.18
|
|
|
1,084,404
|
|
|
167.3
|
|
||
June 2018
|
247,912
|
|
|
54.29
|
|
|
247,912
|
|
|
153.9
|
|
||
July 2018
|
190,664
|
|
|
54.55
|
|
|
190,664
|
|
|
143.5
|
|
||
August 2018
|
837,579
|
|
|
56.67
|
|
|
837,579
|
|
|
96.0
|
|
||
September 2018
|
507,399
|
|
|
56.74
|
|
|
507,399
|
|
|
67.2
|
|
||
October 2018
|
1,132,098
|
|
|
53.09
|
|
|
1,132,098
|
|
|
207.1
|
|
||
November 2018
|
2,065,890
|
|
|
51.21
|
|
|
2,065,890
|
|
|
101.3
|
|
||
December 2018
|
1,430,004
|
|
|
48.00
|
|
|
1,430,004
|
|
|
132.7
|
|
||
Total
|
13,928,287
|
|
|
$
|
52.17
|
|
|
13,928,287
|
|
|
$
|
132.7
|
|
|
(a)
|
In October 2017, our Board of Directors approved a share repurchase program authorizing total repurchases of up to $200 million of AerCap ordinary shares through March 31, 2018. We completed this share repurchase program on February 21, 2018.
|
Item 16F.
|
Change in Registrant’s Certifying Accountant
|
Item 16G.
|
Corporate Governance
|
•
|
to a director, officer or substantial security holder of the Company (or their affiliates or entities in which they have a substantial interest) in excess of one percent of either the number of ordinary shares or the voting power outstanding before the issuance, with certain exceptions;
|
•
|
that will have voting power or number equal to or in excess of 20% of either the voting power or the number of shares, respectively, outstanding before the issuance, with certain exceptions; or
|
•
|
that will result in a change of control of the issuer.
|
•
|
NYSE rules require shareholder approval for changes to equity compensation plans, but under Dutch rules, shareholder approval is only required for changes to equity compensation plans for members of the Board of Directors;
|
•
|
under Dutch corporate governance rules, the audit and remuneration committees may not be chaired by the Chairman of the Board;
|
•
|
under Dutch rules, auditors must be appointed by the general meeting of shareholders, but NYSE rules require only that they be appointed by the audit committee;
|
•
|
both NYSE and Dutch rules require that a majority of the Board of Directors be independent, but the definition of independence under each set of rules is not identical. For example, Dutch rules require a longer “look-back” period for former directors; and
|
•
|
Dutch rules permit deviation from the rules if the deviations are explained in accordance with the rules, but NYSE rules do not allow such deviations.
|
Item 16H.
|
Mine Safety Disclosure
|
Item 17.
|
Financial Statements
|
Item 18.
|
Financial Statements
|
Item 19.
|
Exhibits
|
Exhibit
Number
|
|
Description of Exhibit
|
|
1.1
|
|
|
|
|
|
|
|
2.1
|
|
|
|
|
|
|
|
2.2
|
|
|
|
|
|
|
|
2.3
|
|
|
|
|
|
|
|
2.4
|
|
|
|
|
|
|
|
2.5
|
|
|
|
|
|
|
|
2.6
|
|
|
|
|
|
|
|
2.7
|
|
|
|
|
|
|
|
2.8
|
|
|
|
|
|
|
|
2.9
|
|
|
|
|
|
|
|
2.10
|
|
|
|
|
|
|
Exhibit
Number
|
|
Description of Exhibit
|
|
2.11
|
|
|
|
|
|
|
|
2.12
|
|
|
|
|
|
|
|
2.13
|
|
|
|
|
|
|
|
2.14
|
|
|
|
|
|
|
|
2.15
|
|
|
|
|
|
|
|
2.16
|
|
|
|
|
|
|
|
2.17
|
|
|
|
|
|
|
|
2.18
|
|
|
|
|
|
|
|
2.19
|
|
|
|
|
|
|
|
2.20
|
|
|
|
|
|
|
|
2.21
|
|
|
|
|
|
|
|
2.22
|
|
|
|
|
|
|
|
2.23
|
|
|
|
|
|
|
|
2.24
|
|
|
|
|
|
|
Exhibit
Number
|
|
Description of Exhibit
|
|
2.25
|
|
|
|
|
|
|
|
2.26
|
|
|
|
|
|
|
|
2.27
|
|
|
|
|
|
|
|
2.28
|
|
|
|
|
|
|
|
2.29
|
|
|
|
|
|
|
|
2.30
|
|
|
|
|
|
|
|
2.31
|
|
|
|
|
|
|
|
2.32
|
|
|
|
|
|
|
|
2.33
|
|
|
|
|
|
|
|
2.34
|
|
|
|
|
|
|
|
2.35
|
|
|
Indenture dated as of November 1, 1991, between ILFC and U.S. Bank Trust National Association, as Trustee (successor to Continental Bank, National Association) (filed as an exhibit to the ILFC Registration Statement No. 33-43698 and incorporated herein by reference)
|
|
|
|
|
2.36
|
|
|
|
|
|
|
|
2.37
|
|
|
|
|
|
|
|
2.38
|
|
|
|
|
|
|
|
2.39
|
|
|
|
|
|
|
Exhibit
Number
|
|
Description of Exhibit
|
|
2.40
|
|
|
|
|
|
|
|
2.41
|
|
|
|
|
|
|
|
2.42
|
|
|
|
|
|
|
|
2.43
|
|
|
|
|
|
|
|
2.44
|
|
|
|
|
|
|
|
2.45
|
|
|
|
|
|
|
|
2.46
|
|
|
|
|
|
|
|
2.47
|
|
|
|
|
|
|
|
2.48
|
|
|
|
|
|
|
|
2.49
|
|
|
|
|
|
|
|
2.50
|
|
|
|
|
|
|
|
2.51
|
|
|
|
|
|
|
|
2.52
|
|
|
|
|
|
|
|
2.53
|
|
|
|
|
|
|
|
2.54
|
|
|
|
|
|
|
|
2.55
|
|
|
|
|
|
|
|
2.56
|
|
|
|
|
|
|
|
2.57
|
|
|
|
|
|
|
Exhibit
Number
|
|
Description of Exhibit
|
|
2.58
|
|
|
|
|
|
|
|
2.59
|
|
|
|
|
|
|
|
2.60
|
|
|
|
|
|
|
|
2.61
|
|
|
|
|
|
|
|
2.62
|
|
|
|
|
|
|
|
2.63
|
|
|
|
|
|
|
|
2.64
|
|
|
|
|
|
|
|
2.65
|
|
|
|
|
|
|
|
2.66
|
|
|
|
|
|
|
|
2.67
|
|
|
|
|
|
|
|
2.68
|
|
|
|
|
|
|
|
2.69
|
|
|
|
|
|
|
|
2.70
|
|
|
|
|
|
|
|
2.71
|
|
|
|
|
|
|
|
2.72
|
|
|
|
|
|
|
|
2.73
|
|
|
|
|
|
|
|
2.74
|
|
|
|
|
|
|
|
2.75
|
|
|
|
|
|
|
|
2.76
|
|
|
|
|
|
|
Exhibit
Number
|
|
Description of Exhibit
|
|
2.77
|
|
|
|
|
|
|
|
2.78
|
|
|
|
|
|
|
|
2.79
|
|
|
|
|
|
|
|
2.80
|
|
|
|
|
|
|
|
2.81
|
|
|
|
|
|
|
|
2.82
|
|
|
|
|
|
|
|
2.83
|
|
|
|
|
|
|
|
2.84
|
|
|
|
|
|
|
|
2.85
|
|
|
|
|
|
|
|
2.86
|
|
|
|
|
|
|
|
2.87
|
|
|
|
|
|
|
Exhibit
Number
|
|
Description of Exhibit
|
|
2.88
|
|
|
|
|
|
|
|
2.89
|
|
|
|
|
|
|
|
2.90
|
|
|
|
|
|
|
|
2.91
|
|
|
|
|
|
|
|
2.92
|
|
|
|
|
|
|
|
2.93
|
|
|
|
|
|
|
|
2.94
|
|
|
|
|
|
|
|
2.95
|
|
|
|
|
|
|
|
2.96
|
|
|
|
|
|
|
|
2.97
|
|
|
The Company agrees to furnish to the SEC upon request a copy of each instrument with respect to issues of long-term debt of the Company and its subsidiaries, the authorized principal amount of which does not exceed 10% of the consolidated assets of the Company and its subsidiaries
|
|
|
|
|
4.1
|
|
|
|
|
|
|
|
4.2
|
|
|
|
|
|
|
|
4.3
|
|
|
|
|
|
|
|
4.4
|
|
|
|
|
|
|
|
4.5
|
|
|
|
|
|
|
Exhibit
Number
|
|
Description of Exhibit
|
|
8.1
|
|
|
|
|
|
|
|
12.1
|
|
|
|
|
|
|
|
12.2
|
|
|
|
|
|
|
|
13.1
|
|
|
|
|
|
|
|
15.1
|
|
|
|
|
|
|
|
15.2
|
|
|
|
|
|
|
|
15.3
|
|
|
|
|
|
|
|
101
|
|
|
The following financial information formatted in Extensible Business Reporting Language (XBRL):
|
|
|
(1) Consolidated Balance Sheets as of December 31, 2018 and 2017
|
|
|
|
(2) Consolidated Income Statements for the Years Ended December 31, 2018, 2017 and 2016
|
|
|
|
(3) Consolidated Statements of Comprehensive Income for the Years Ended December 31, 2018, 2017 and 2016
|
|
|
|
(4) Consolidated Statements of Cash Flows for the Years Ended December 31, 2018, 2017 and 2016
|
|
|
|
(5) Consolidated Statements of Equity for the Years Ended December 31, 2018, 2017 and 2016
|
|
AERCAP HOLDINGS N.V.
|
|
|
By:
|
/s/ AENGUS KELLY
|
|
|
Aengus Kelly
Chief Executive Officer
|
AerCap Holdings N.V. Consolidated Financial Statements
|
|
|
|
|
|
|
As of December 31,
|
||||||
|
Note
|
|
2018
|
|
2017
|
||||
|
|
|
(U.S. Dollars in thousands, except share data)
|
||||||
Assets
|
|
|
|
|
|
||||
Cash and cash equivalents
|
4
|
|
$
|
1,204,018
|
|
|
$
|
1,659,669
|
|
Restricted cash
|
4
|
|
211,017
|
|
|
364,456
|
|
||
Trade receivables
|
|
|
40,379
|
|
|
73,877
|
|
||
Flight equipment held for operating leases, net
|
5
|
|
35,052,335
|
|
|
32,396,827
|
|
||
Maintenance rights and lease premium, net
|
7
|
|
1,113,190
|
|
|
1,501,858
|
|
||
Flight equipment held for sale
|
8
|
|
184,129
|
|
|
630,789
|
|
||
Net investment in finance and sales-type leases
|
6
|
|
1,003,286
|
|
|
995,689
|
|
||
Prepayments on flight equipment
|
28
|
|
3,024,520
|
|
|
2,930,303
|
|
||
Other intangibles, net
|
7
|
|
328,570
|
|
|
355,512
|
|
||
Deferred income tax assets
|
15
|
|
138,281
|
|
|
151,234
|
|
||
Other assets
|
9
|
|
909,190
|
|
|
979,930
|
|
||
Total Assets
|
|
|
$
|
43,208,915
|
|
|
$
|
42,040,144
|
|
Liabilities and Equity
|
|
|
|
|
|
||||
Accounts payable, accrued expenses and other liabilities
|
12
|
|
$
|
1,009,945
|
|
|
$
|
1,017,374
|
|
Accrued maintenance liability
|
13
|
|
2,237,494
|
|
|
2,461,799
|
|
||
Lessee deposit liability
|
|
|
768,677
|
|
|
827,470
|
|
||
Debt
|
14
|
|
29,507,587
|
|
|
28,420,739
|
|
||
Deferred income tax liabilities
|
15
|
|
804,598
|
|
|
673,948
|
|
||
Commitments and contingencies
|
28
|
|
|
|
|
|
|
||
Total Liabilities
|
|
|
34,328,301
|
|
|
33,401,330
|
|
||
Ordinary share capital, €0.01 par value, 350,000,000 ordinary shares authorized as of December 31, 2018 and 2017; 151,847,345 and 167,847,345 ordinary shares issued and 142,674,664 and 152,992,101 ordinary shares outstanding (including 2,429,442 and 3,007,752 shares of unvested restricted stock) as of December 31, 2018 and 2017, respectively
|
16, 25
|
|
1,866
|
|
|
2,058
|
|
||
Additional paid-in capital
|
16
|
|
2,712,417
|
|
|
3,714,563
|
|
||
Treasury shares, at cost (9,172,681 and 14,855,244 ordinary shares as of December 31, 2018 and 2017, respectively)
|
16
|
|
(476,085
|
)
|
|
(731,442
|
)
|
||
Accumulated other comprehensive (loss) income
|
16
|
|
(1,824
|
)
|
|
14,274
|
|
||
Accumulated retained earnings
|
16
|
|
6,591,674
|
|
|
5,580,257
|
|
||
Total AerCap Holdings N.V. shareholders’ equity
|
|
|
8,828,048
|
|
|
8,579,710
|
|
||
Non-controlling interest
|
16
|
|
52,566
|
|
|
59,104
|
|
||
Total Equity
|
|
|
8,880,614
|
|
|
8,638,814
|
|
||
Total Liabilities and Equity
|
|
|
$
|
43,208,915
|
|
|
$
|
42,040,144
|
|
Supplemental balance sheet information—amounts related to assets and liabilities of consolidated VIEs for which creditors do not have recourse to our general credit:
|
|
|
|
|
|||||
Restricted cash
|
|
|
$
|
87,584
|
|
|
$
|
162,039
|
|
Flight equipment held for operating leases and held for sale
|
|
|
2,230,634
|
|
|
2,220,225
|
|
||
Other assets
|
|
|
82,995
|
|
|
66,155
|
|
||
|
|
|
|
|
|
||||
Accrued maintenance liability
|
|
|
$
|
44,073
|
|
|
$
|
44,078
|
|
Debt
|
|
|
1,497,144
|
|
|
1,522,366
|
|
||
Other liabilities
|
|
|
89,598
|
|
|
93,160
|
|
|
|
|
Year Ended December 31,
|
||||||||||
|
Note
|
|
2018
|
|
2017
|
|
2016
|
||||||
|
|
|
(U.S. Dollars in thousands, except share and per share data)
|
||||||||||
Revenues and other income
|
|
|
|
|
|
|
|
||||||
Lease revenue
|
19, 22
|
|
$
|
4,537,093
|
|
|
$
|
4,713,802
|
|
|
$
|
4,867,623
|
|
Net gain on sale of assets
|
|
|
201,323
|
|
|
229,093
|
|
|
138,522
|
|
|||
Other income
|
21
|
|
61,564
|
|
|
94,598
|
|
|
145,986
|
|
|||
Total Revenues and other income
|
|
|
4,799,980
|
|
|
5,037,493
|
|
|
5,152,131
|
|
|||
Expenses
|
|
|
|
|
|
|
|
||||||
Depreciation and amortization
|
5, 7
|
|
1,679,074
|
|
|
1,727,296
|
|
|
1,791,336
|
|
|||
Asset impairment
|
23
|
|
44,186
|
|
|
61,286
|
|
|
81,607
|
|
|||
Interest expense
|
|
|
1,174,074
|
|
|
1,112,391
|
|
|
1,091,861
|
|
|||
Leasing expenses
|
|
|
446,487
|
|
|
537,752
|
|
|
582,530
|
|
|||
Restructuring related expenses
|
24
|
|
—
|
|
|
14,605
|
|
|
53,389
|
|
|||
Selling, general and administrative expenses
|
17, 18, 20
|
|
305,226
|
|
|
348,291
|
|
|
351,012
|
|
|||
Total Expenses
|
|
|
3,649,047
|
|
|
3,801,621
|
|
|
3,951,735
|
|
|||
Income before income taxes and income of investments accounted for under the equity method
|
|
|
1,150,933
|
|
|
1,235,872
|
|
|
1,200,396
|
|
|||
Provision for income taxes
|
15
|
|
(144,079
|
)
|
|
(164,718
|
)
|
|
(173,496
|
)
|
|||
Equity in net earnings of investments accounted for under the equity method
|
|
|
10,643
|
|
|
9,199
|
|
|
12,616
|
|
|||
Net income
|
|
|
$
|
1,017,497
|
|
|
$
|
1,080,353
|
|
|
$
|
1,039,516
|
|
Net (income) loss attributable to non-controlling interest
|
|
|
(1,865
|
)
|
|
(4,202
|
)
|
|
7,114
|
|
|||
Net income attributable to AerCap Holdings N.V.
|
|
|
$
|
1,015,632
|
|
|
$
|
1,076,151
|
|
|
$
|
1,046,630
|
|
|
|
|
|
|
|
|
|
||||||
Basic earnings per share
|
25
|
|
$
|
7.00
|
|
|
$
|
6.68
|
|
|
$
|
5.64
|
|
Diluted earnings per share
|
25
|
|
$
|
6.83
|
|
|
$
|
6.43
|
|
|
$
|
5.52
|
|
|
|
|
|
|
|
|
|
||||||
Weighted average shares outstanding—basic
|
|
|
145,162,220
|
|
|
161,059,552
|
|
|
185,514,370
|
|
|||
Weighted average shares outstanding—diluted
|
|
|
148,706,266
|
|
|
167,287,508
|
|
|
189,682,036
|
|
|
Year Ended December 31,
|
||||||||||
|
2018
|
|
2017
|
|
2016
|
||||||
|
(U.S. Dollars in thousands)
|
||||||||||
Net income
|
$
|
1,017,497
|
|
|
$
|
1,080,353
|
|
|
$
|
1,039,516
|
|
Other comprehensive (loss) income:
|
|
|
|
|
|
||||||
Net change in fair value of derivatives (Note 11), net of tax of $2,080, $(2,131) and $(856), respectively
|
(14,559
|
)
|
|
14,918
|
|
|
5,990
|
|
|||
Actuarial (loss) gain on pension obligations, net of tax of $215, $(257) and $200, respectively
|
(1,539
|
)
|
|
1,125
|
|
|
(1,452
|
)
|
|||
Total other comprehensive (loss) income
|
(16,098
|
)
|
|
16,043
|
|
|
4,538
|
|
|||
Comprehensive income
|
1,001,399
|
|
|
1,096,396
|
|
|
1,044,054
|
|
|||
Comprehensive (income) loss attributable to non-controlling interest
|
(1,865
|
)
|
|
(4,202
|
)
|
|
7,114
|
|
|||
Total comprehensive income attributable to AerCap Holdings N.V
.
|
$
|
999,534
|
|
|
$
|
1,092,194
|
|
|
$
|
1,051,168
|
|
|
Year Ended December 31,
|
||||||||||
|
2018
|
|
2017
|
|
2016
|
||||||
|
(U.S. Dollars in thousands)
|
||||||||||
Net income
|
$
|
1,017,497
|
|
|
$
|
1,080,353
|
|
|
$
|
1,039,516
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
|
|
||||||
Depreciation and amortization
|
1,679,074
|
|
|
1,727,296
|
|
|
1,791,336
|
|
|||
Asset impairment
|
44,186
|
|
|
61,286
|
|
|
81,607
|
|
|||
Amortization of debt issuance costs and debt discount
|
64,185
|
|
|
65,420
|
|
|
55,768
|
|
|||
Amortization of lease premium
|
12,314
|
|
|
13,632
|
|
|
19,836
|
|
|||
Amortization of fair value adjustments on debt
|
(142,596
|
)
|
|
(194,728
|
)
|
|
(335,998
|
)
|
|||
Accretion of fair value adjustments on deposits and maintenance liabilities
|
21,606
|
|
|
31,360
|
|
|
55,210
|
|
|||
Maintenance rights write-off (a)
|
287,119
|
|
|
539,772
|
|
|
652,111
|
|
|||
Maintenance liability release to income
|
(228,081
|
)
|
|
(302,408
|
)
|
|
(421,332
|
)
|
|||
Net gain on sale of assets
|
(201,323
|
)
|
|
(229,093
|
)
|
|
(138,522
|
)
|
|||
Deferred income taxes
|
147,588
|
|
|
157,021
|
|
|
161,340
|
|
|||
Restructuring related expenses
|
—
|
|
|
5,097
|
|
|
33,588
|
|
|||
Other
|
134,022
|
|
|
120,489
|
|
|
121,700
|
|
|||
Changes in operating assets and liabilities:
|
|
|
|
|
|
||||||
Trade receivables
|
19,839
|
|
|
(10,567
|
)
|
|
40,065
|
|
|||
Other assets
|
9,800
|
|
|
55,309
|
|
|
257,190
|
|
|||
Accounts payable, accrued expenses and other liabilities
|
(24,858
|
)
|
|
19,978
|
|
|
(32,183
|
)
|
|||
Net cash provided by operating activities
|
2,840,372
|
|
|
3,140,217
|
|
|
3,381,232
|
|
|||
Purchase of flight equipment
|
(4,036,194
|
)
|
|
(3,956,671
|
)
|
|
(2,892,731
|
)
|
|||
Proceeds from sale or disposal of assets
|
1,822,601
|
|
|
1,779,321
|
|
|
2,366,242
|
|
|||
Prepayments on flight equipment
|
(1,912,215
|
)
|
|
(1,268,585
|
)
|
|
(947,419
|
)
|
|||
Collections of finance and sales-type leases
|
94,703
|
|
|
91,918
|
|
|
74,207
|
|
|||
Other
|
(21,505
|
)
|
|
(38,102
|
)
|
|
(21,678
|
)
|
|||
Net cash used in investing activities
|
(4,052,610
|
)
|
|
(3,392,119
|
)
|
|
(1,421,379
|
)
|
|||
Issuance of debt
|
5,589,825
|
|
|
5,596,402
|
|
|
3,642,166
|
|
|||
Repayment of debt
|
(4,360,520
|
)
|
|
(4,695,453
|
)
|
|
(5,213,724
|
)
|
|||
Debt issuance costs paid
|
(57,831
|
)
|
|
(81,396
|
)
|
|
(34,687
|
)
|
|||
Maintenance payments received
|
743,256
|
|
|
756,314
|
|
|
794,711
|
|
|||
Maintenance payments returned
|
(459,326
|
)
|
|
(523,403
|
)
|
|
(505,407
|
)
|
|||
Security deposits received
|
208,259
|
|
|
187,378
|
|
|
201,970
|
|
|||
Security deposits returned
|
(220,452
|
)
|
|
(188,362
|
)
|
|
(270,575
|
)
|
|||
Dividend paid to non-controlling interest holders and others
|
(8,403
|
)
|
|
(266
|
)
|
|
(10,501
|
)
|
|||
Repurchase of shares and tax withholdings on share-based compensation
|
(834,398
|
)
|
|
(1,138,782
|
)
|
|
(1,021,119
|
)
|
|||
Net cash provided by (used in) financing activities
|
600,410
|
|
|
(87,568
|
)
|
|
(2,417,166
|
)
|
|||
Net decrease in cash, cash equivalents and restricted cash
|
(611,828
|
)
|
|
(339,470
|
)
|
|
(457,313
|
)
|
|||
Effect of exchange rate changes
|
2,738
|
|
|
(1,032
|
)
|
|
(605
|
)
|
|||
Cash, cash equivalents and restricted cash at beginning of period
|
2,024,125
|
|
|
2,364,627
|
|
|
2,822,545
|
|
|||
Cash, cash equivalents and restricted cash at end of period
|
$
|
1,415,035
|
|
|
$
|
2,024,125
|
|
|
$
|
2,364,627
|
|
|
Year Ended December 31,
|
||||||||||
|
2018
|
|
2017
|
|
2016
|
||||||
|
(U.S. Dollars in thousands)
|
||||||||||
Supplemental cash flow information:
|
|
|
|
|
|
||||||
Interest paid, net of amounts capitalized
|
$
|
1,228,788
|
|
|
$
|
1,231,539
|
|
|
$
|
1,339,095
|
|
Income taxes paid, net
|
679
|
|
|
18,957
|
|
|
61,834
|
|
|
(a)
|
Maintenance rights write-off consisted of the following:
|
EOL and MR contract maintenance rights expense
|
$
|
157,792
|
|
|
$
|
355,845
|
|
|
$
|
381,637
|
|
MR contract maintenance rights write-off due to maintenance liability release
|
29,656
|
|
|
77,494
|
|
|
173,971
|
|
|||
EOL contract maintenance rights write-off due to cash receipt
|
99,671
|
|
|
106,433
|
|
|
96,503
|
|
|||
Maintenance rights write-off
|
$
|
287,119
|
|
|
$
|
539,772
|
|
|
$
|
652,111
|
|
|
Number of
ordinary shares
issued
|
|
Ordinary
share
capital
|
|
Additional
paid-in
capital
|
|
Treasury
shares
|
|
Accumulated
other
comprehensive
loss
|
|
Accumulated
retained
earnings
|
|
AerCap
Holdings N.V.
shareholders’
equity
|
|||||||||||||
|
(U.S. Dollars in thousands, except share data)
|
|||||||||||||||||||||||||
Balance as of December 31, 2015
|
203,411,207
|
|
|
$
|
2,457
|
|
|
$
|
5,026,993
|
|
|
$
|
(146,312
|
)
|
|
$
|
(6,307
|
)
|
|
$
|
3,472,132
|
|
|
$
|
8,348,963
|
|
Dividends paid
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Repurchase of shares
|
—
|
|
|
—
|
|
|
—
|
|
|
(965,982
|
)
|
|
—
|
|
|
—
|
|
|
(965,982
|
)
|
||||||
Share cancellation
|
(15,563,862
|
)
|
|
(175
|
)
|
|
(577,967
|
)
|
|
578,142
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Share-based compensation
|
—
|
|
|
—
|
|
|
102,843
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
102,843
|
|
||||||
Ordinary shares issued, net of tax withholdings
|
—
|
|
|
—
|
|
|
(46,850
|
)
|
|
44,060
|
|
|
—
|
|
|
(9,755
|
)
|
|
(12,545
|
)
|
||||||
Total comprehensive income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4,538
|
|
|
1,046,630
|
|
|
1,051,168
|
|
||||||
Balance as of December 31, 2016
|
187,847,345
|
|
|
$
|
2,282
|
|
|
$
|
4,505,019
|
|
|
$
|
(490,092
|
)
|
|
$
|
(1,769
|
)
|
|
$
|
4,509,007
|
|
|
$
|
8,524,447
|
|
Dividends paid
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Repurchase of shares
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,124,724
|
)
|
|
—
|
|
|
—
|
|
|
(1,124,724
|
)
|
||||||
Share cancellation
|
(20,000,000
|
)
|
|
(224
|
)
|
|
(860,324
|
)
|
|
860,548
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Share-based compensation
|
—
|
|
|
—
|
|
|
107,719
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
107,719
|
|
||||||
Ordinary shares issued, net of tax withholdings
|
—
|
|
|
—
|
|
|
(37,851
|
)
|
|
22,826
|
|
|
—
|
|
|
(4,901
|
)
|
|
(19,926
|
)
|
||||||
Total comprehensive income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
16,043
|
|
|
1,076,151
|
|
|
1,092,194
|
|
||||||
Balance as of December 31, 2017
|
167,847,345
|
|
|
$
|
2,058
|
|
|
$
|
3,714,563
|
|
|
$
|
(731,442
|
)
|
|
$
|
14,274
|
|
|
$
|
5,580,257
|
|
|
$
|
8,579,710
|
|
Dividends paid
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Repurchase of shares
|
—
|
|
|
—
|
|
|
—
|
|
|
(726,640
|
)
|
|
—
|
|
|
—
|
|
|
(726,640
|
)
|
||||||
Share cancellation
|
(16,000,000
|
)
|
|
(192
|
)
|
|
(800,544
|
)
|
|
800,736
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Share-based compensation
|
—
|
|
|
—
|
|
|
95,176
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
95,176
|
|
||||||
Ordinary shares issued, net of tax withholdings
|
—
|
|
|
—
|
|
|
(296,778
|
)
|
|
181,261
|
|
|
—
|
|
|
(5,456
|
)
|
|
(120,973
|
)
|
||||||
Cumulative effect due to adoption of new accounting standard
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,241
|
|
|
1,241
|
|
||||||
Total comprehensive income (loss)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(16,098
|
)
|
|
1,015,632
|
|
|
999,534
|
|
||||||
Balance as of December 31, 2018
|
151,847,345
|
|
|
$
|
1,866
|
|
|
$
|
2,712,417
|
|
|
$
|
(476,085
|
)
|
|
$
|
(1,824
|
)
|
|
$
|
6,591,674
|
|
|
$
|
8,828,048
|
|
|
AerCap Holdings N.V. shareholders’ equity
|
|
Non-controlling
interest |
|
Total equity
|
||||||
|
(U.S. Dollars in thousands)
|
||||||||||
Balance as of December 31, 2015
|
$
|
8,348,963
|
|
|
$
|
76,846
|
|
|
$
|
8,425,809
|
|
Dividends paid
|
—
|
|
|
(11,915
|
)
|
|
(11,915
|
)
|
|||
Repurchase of shares
|
(965,982
|
)
|
|
—
|
|
|
(965,982
|
)
|
|||
Share cancellation
|
—
|
|
|
—
|
|
|
—
|
|
|||
Share-based compensation
|
102,843
|
|
|
—
|
|
|
102,843
|
|
|||
Ordinary shares issued, net of tax withholdings
|
(12,545
|
)
|
|
—
|
|
|
(12,545
|
)
|
|||
Total comprehensive income (loss)
|
1,051,168
|
|
|
(7,114
|
)
|
|
1,044,054
|
|
|||
Balance as of December 31, 2016
|
$
|
8,524,447
|
|
|
$
|
57,817
|
|
|
$
|
8,582,264
|
|
Dividends paid
|
—
|
|
|
(2,915
|
)
|
|
(2,915
|
)
|
|||
Repurchase of shares
|
(1,124,724
|
)
|
|
—
|
|
|
(1,124,724
|
)
|
|||
Share cancellation
|
—
|
|
|
—
|
|
|
—
|
|
|||
Share-based compensation
|
107,719
|
|
|
—
|
|
|
107,719
|
|
|||
Ordinary shares issued, net of tax withholdings
|
(19,926
|
)
|
|
—
|
|
|
(19,926
|
)
|
|||
Total comprehensive income
|
1,092,194
|
|
|
4,202
|
|
|
1,096,396
|
|
|||
Balance as of December 31, 2017
|
$
|
8,579,710
|
|
|
$
|
59,104
|
|
|
$
|
8,638,814
|
|
Dividends paid
|
—
|
|
|
(8,403
|
)
|
|
(8,403
|
)
|
|||
Repurchase of shares
|
(726,640
|
)
|
|
—
|
|
|
(726,640
|
)
|
|||
Share cancellation
|
—
|
|
|
—
|
|
|
—
|
|
|||
Share-based compensation
|
95,176
|
|
|
—
|
|
|
95,176
|
|
|||
Ordinary shares issued, net of tax withholdings
|
(120,973
|
)
|
|
—
|
|
|
(120,973
|
)
|
|||
Cumulative effect due to adoption of new accounting standard
|
1,241
|
|
|
—
|
|
|
1,241
|
|
|||
Total comprehensive income
|
999,534
|
|
|
1,865
|
|
|
1,001,399
|
|
|||
Balance as of December 31, 2018
|
$
|
8,828,048
|
|
|
$
|
52,566
|
|
|
$
|
8,880,614
|
|
|
As of December 31,
|
||||||
|
2018
|
|
2017
|
||||
Cash and cash equivalents
|
$
|
1,204,018
|
|
|
$
|
1,659,669
|
|
Restricted cash
|
211,017
|
|
|
364,456
|
|
||
Total cash, cash equivalents and restricted cash
|
$
|
1,415,035
|
|
|
$
|
2,024,125
|
|
|
Year Ended December 31,
|
||||||
|
2018
|
|
2017
|
||||
Net book value at beginning of period
|
$
|
32,396,827
|
|
|
$
|
31,501,973
|
|
Additions
|
5,877,691
|
|
|
5,276,715
|
|
||
Depreciation
|
(1,649,710
|
)
|
|
(1,690,753
|
)
|
||
Disposals and transfers to held for sale
|
(1,417,825
|
)
|
|
(2,281,401
|
)
|
||
Transfers to net investment in finance and sales-type leases/inventory
|
(115,330
|
)
|
|
(352,714
|
)
|
||
Impairment (Note 23)
|
(39,318
|
)
|
|
(54,331
|
)
|
||
Other
|
—
|
|
|
(2,662
|
)
|
||
Net book value at end of period
|
$
|
35,052,335
|
|
|
$
|
32,396,827
|
|
|
|
|
|
||||
Accumulated depreciation as of December 31, 2018 and 2017, respectively
|
$
|
(6,850,869
|
)
|
|
$
|
(6,067,084
|
)
|
|
As of December 31,
|
||||||
|
2018
|
|
2017
|
||||
Future minimum lease payments to be received
|
$
|
792,265
|
|
|
$
|
865,456
|
|
Estimated residual values of leased flight equipment (unguaranteed)
|
528,916
|
|
|
498,894
|
|
||
Less: Unearned income
|
(317,895
|
)
|
|
(368,661
|
)
|
||
|
$
|
1,003,286
|
|
|
$
|
995,689
|
|
|
As of December 31,
|
||||||
|
2018
|
|
2017
|
||||
Maintenance rights
|
$
|
1,088,246
|
|
|
$
|
1,464,599
|
|
Lease premium, net
|
24,944
|
|
|
37,259
|
|
||
|
$
|
1,113,190
|
|
|
$
|
1,501,858
|
|
|
Year Ended December 31,
|
||||||
|
2018
|
|
2017
|
||||
Maintenance rights at beginning of period
|
$
|
1,464,599
|
|
|
$
|
2,117,034
|
|
EOL and MR contract maintenance rights expense
|
(157,792
|
)
|
|
(355,845
|
)
|
||
MR contract maintenance rights write-off due to maintenance liability release
|
(29,656
|
)
|
|
(77,494
|
)
|
||
EOL contract maintenance rights write-off due to cash receipt
|
(99,671
|
)
|
|
(106,433
|
)
|
||
EOL and MR contract maintenance rights write-off due to sale of aircraft
|
(89,234
|
)
|
|
(112,663
|
)
|
||
Maintenance rights at end of period
|
$
|
1,088,246
|
|
|
$
|
1,464,599
|
|
|
As of December 31, 2018
|
||||||||||
|
Gross carrying
amount
|
|
Accumulated
amortization
|
|
Net carrying
amount
|
||||||
Lease premium
|
$
|
73,300
|
|
|
$
|
(48,356
|
)
|
|
$
|
24,944
|
|
|
As of December 31, 2017
|
||||||||||
|
Gross carrying
amount
|
|
Accumulated
amortization
|
|
Net carrying
amount
|
||||||
Lease premium
|
$
|
77,977
|
|
|
$
|
(40,718
|
)
|
|
$
|
37,259
|
|
|
Estimated amortization
expense
|
||
2019
|
$
|
9,692
|
|
2020
|
7,405
|
|
|
2021
|
5,394
|
|
|
2022
|
914
|
|
|
2023
|
712
|
|
|
Thereafter
|
827
|
|
|
|
$
|
24,944
|
|
|
As of December 31,
|
||||||
|
2018
|
|
2017
|
||||
Goodwill
|
$
|
58,094
|
|
|
$
|
58,094
|
|
Customer relationships, net
|
261,941
|
|
|
283,118
|
|
||
Contractual vendor intangible assets
|
8,535
|
|
|
10,606
|
|
||
Tradename, net
|
—
|
|
|
3,694
|
|
||
|
$
|
328,570
|
|
|
$
|
355,512
|
|
|
As of December 31, 2018
|
||||||||||
|
Gross carrying
amount
|
|
Accumulated
amortization
|
|
Net carrying
amount
|
||||||
Customer relationships
|
$
|
360,000
|
|
|
$
|
(98,059
|
)
|
|
$
|
261,941
|
|
Tradename
|
40,000
|
|
|
(40,000
|
)
|
|
—
|
|
|||
|
$
|
400,000
|
|
|
$
|
(138,059
|
)
|
|
$
|
261,941
|
|
|
As of December 31, 2017
|
||||||||||
|
Gross carrying
amount
|
|
Accumulated
amortization
|
|
Net carrying
amount
|
||||||
Customer relationships
|
$
|
360,000
|
|
|
$
|
(76,882
|
)
|
|
$
|
283,118
|
|
Tradename
|
40,000
|
|
|
(36,306
|
)
|
|
3,694
|
|
|||
|
$
|
400,000
|
|
|
$
|
(113,188
|
)
|
|
$
|
286,812
|
|
|
Estimated amortization
expense
|
||
2019
|
$
|
21,176
|
|
2020
|
21,176
|
|
|
2021
|
21,176
|
|
|
2022
|
21,176
|
|
|
2023
|
21,176
|
|
|
Thereafter
|
156,061
|
|
|
|
$
|
261,941
|
|
|
As of December 31,
|
||||||
|
2018
|
|
2017
|
||||
Inventory
|
$
|
30,971
|
|
|
$
|
38,972
|
|
Debt issuance costs
|
36,814
|
|
|
43,241
|
|
||
Lease incentives
|
251,961
|
|
|
213,684
|
|
||
Other receivables
|
220,289
|
|
|
351,925
|
|
||
Investments (Note 10)
|
132,113
|
|
|
122,946
|
|
||
Notes receivables
|
58,994
|
|
|
22,497
|
|
||
Derivative assets (Note 11)
|
69,105
|
|
|
48,896
|
|
||
Other tangible fixed assets
|
29,151
|
|
|
31,114
|
|
||
Straight-line rents, prepaid expenses and other
|
79,792
|
|
|
106,655
|
|
||
|
$
|
909,190
|
|
|
$
|
979,930
|
|
|
% Ownership as of December 31, 2018
|
|
As of December 31,
|
||||||
|
|
2018
|
|
2017
|
|||||
AerDragon
|
16.7
|
|
$
|
65,920
|
|
|
$
|
61,706
|
|
AerLift
|
39.3
|
|
47,644
|
|
|
44,930
|
|
||
ACSAL
|
19.4
|
|
15,248
|
|
|
14,197
|
|
||
|
|
|
$
|
128,812
|
|
|
$
|
120,833
|
|
|
As of December 31,
|
||||||||||||||
|
2018
|
|
2017
|
||||||||||||
|
Notional
amount (a)
|
|
Fair value
|
|
Notional
amount (a)
|
|
Fair value
|
||||||||
Derivative assets not designated as accounting hedges:
|
|
|
|
|
|
|
|
||||||||
Interest rate caps
|
$
|
2,523,500
|
|
|
$
|
32,547
|
|
|
$
|
2,721,000
|
|
|
$
|
25,021
|
|
Derivative assets designated as accounting cash flow hedges:
|
|
|
|
|
|
|
|
||||||||
Interest rate swaps
|
$
|
1,900,957
|
|
|
$
|
36,558
|
|
|
$
|
1,830,785
|
|
|
$
|
23,875
|
|
Total derivative assets
|
|
|
$
|
69,105
|
|
|
|
|
$
|
48,896
|
|
|
(a)
|
The notional amount is reported as nil for caps and swaps where the effective date has not yet commenced.
|
|
As of December 31,
|
||||||||||||||
|
2018
|
|
2017
|
||||||||||||
|
Notional
amount (a) |
|
Fair value
|
|
Notional
amount (a) |
|
Fair value
|
||||||||
Derivative liabilities designated as accounting cash flow hedges:
|
|
|
|
|
|
|
|
||||||||
Interest rate swaps
|
$
|
1,375,000
|
|
|
$
|
29,321
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Total derivative liabilities
|
|
|
$
|
29,321
|
|
|
|
|
$
|
—
|
|
|
(a)
|
The notional amount is reported as nil for swaps where the effective date has not yet commenced.
|
|
Year Ended December 31,
|
||||||||||
|
2018
|
|
2017
|
|
2016
|
||||||
Gain (Loss)
|
|
|
|
|
|
||||||
Effective portion of change in fair market value of derivatives designated as accounting cash flow hedges:
|
|
|
|
|
|
||||||
Interest rate swaps
|
$
|
(16,639
|
)
|
|
$
|
17,049
|
|
|
$
|
6,846
|
|
Income tax effect
|
2,080
|
|
|
(2,131
|
)
|
|
(856
|
)
|
|||
Net changes in cash flow hedges, net of tax
|
$
|
(14,559
|
)
|
|
$
|
14,918
|
|
|
$
|
5,990
|
|
|
Year Ended December 31,
|
||||||||||
|
2018
|
|
2017
|
|
2016
|
||||||
Gain (Loss)
|
|
|
|
|
|
||||||
Derivatives not designated as accounting hedges:
|
|
|
|
|
|
||||||
Interest rate caps
|
$
|
5,158
|
|
|
$
|
(14,178
|
)
|
|
$
|
(1,628
|
)
|
Reclassification to Consolidated Income Statements:
|
|
|
|
|
|
||||||
Reclassification of amounts previously recorded in AOCI
|
6,874
|
|
|
—
|
|
|
—
|
|
|||
Effect from derivatives on interest expense
|
$
|
12,032
|
|
|
$
|
(14,178
|
)
|
|
$
|
(1,628
|
)
|
|
As of December 31,
|
||||||
|
2018
|
|
2017
|
||||
Accounts payable and accrued expenses
|
$
|
294,251
|
|
|
$
|
307,391
|
|
Deferred revenue
|
421,542
|
|
|
452,846
|
|
||
Accrued interest
|
262,559
|
|
|
254,865
|
|
||
Derivative liabilities (Note 11)
|
29,321
|
|
|
—
|
|
||
Guarantees (Note 28)
|
2,272
|
|
|
2,272
|
|
||
|
$
|
1,009,945
|
|
|
$
|
1,017,374
|
|
|
Year Ended December 31,
|
||||||
|
2018
|
|
2017
|
||||
Accrued maintenance liability at beginning of period
|
$
|
2,461,799
|
|
|
$
|
2,750,576
|
|
Maintenance payments received
|
743,256
|
|
|
756,314
|
|
||
Maintenance payments returned
|
(459,326
|
)
|
|
(523,403
|
)
|
||
Release to income upon sale
|
(261,240
|
)
|
|
(275,360
|
)
|
||
Release to income other than upon sale
|
(228,081
|
)
|
|
(302,408
|
)
|
||
Lessor contribution, top ups and other
|
(27,581
|
)
|
|
42,379
|
|
||
Interest accretion
|
8,667
|
|
|
13,701
|
|
||
Accrued maintenance liability at end of period
|
$
|
2,237,494
|
|
|
$
|
2,461,799
|
|
|
|
As of December 31,
|
|||||||||||||||||||||||
|
|
2018
|
|
2017
|
|||||||||||||||||||||
Debt Obligation
|
|
Collateral (Number of aircraft)
|
|
Commitment
|
|
Undrawn
amounts |
|
Amount outstanding
|
|
Weighted average interest rate (a)
|
|
Maturity
|
|
Amount outstanding
|
|||||||||||
Unsecured
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
ILFC Legacy Notes
|
|
|
|
$
|
4,900,000
|
|
|
$
|
—
|
|
|
$
|
4,900,000
|
|
|
6.69
|
%
|
|
2019 - 2022
|
|
|
$
|
5,670,000
|
|
|
AerCap Trust & AICDC Notes
|
|
|
|
10,749,864
|
|
|
—
|
|
|
10,749,864
|
|
|
4.08
|
%
|
|
2019 - 2028
|
|
|
8,399,864
|
|
|||||
Asia Revolving Credit Facility
|
|
|
|
950,000
|
|
|
750,000
|
|
|
200,000
|
|
|
4.01
|
%
|
|
2022
|
|
|
300,000
|
|
|||||
Citi Revolving Credit Facility
|
|
|
|
4,000,000
|
|
|
4,000,000
|
|
|
—
|
|
|
—
|
|
|
2021
|
|
|
—
|
|
|||||
Other unsecured debt
|
|
|
|
1,326,000
|
|
|
166,000
|
|
|
1,160,000
|
|
|
4.16
|
%
|
|
2020 - 2023
|
|
|
550,000
|
|
|||||
Fair value adjustment
|
|
|
|
NA
|
|
|
NA
|
|
|
177,450
|
|
|
NA
|
|
|
NA
|
|
|
286,426
|
|
|||||
TOTAL UNSECURED
|
|
|
|
21,925,864
|
|
|
4,916,000
|
|
|
17,187,314
|
|
|
|
|
|
|
15,206,290
|
|
|||||||
Secured
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Export credit facilities
|
|
32
|
|
|
849,372
|
|
|
—
|
|
|
849,372
|
|
|
2.69
|
%
|
|
2019 - 2030
|
|
|
1,241,262
|
|
||||
Senior Secured Notes
|
|
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,275,000
|
|
||||
Institutional secured term loans & secured portfolio loans
|
|
280
|
|
|
9,097,528
|
|
|
1,564,500
|
|
|
7,533,028
|
|
|
4.28
|
%
|
|
2020 - 2030
|
|
|
6,253,431
|
|
||||
AerFunding Revolving Credit Facility
|
|
16
|
|
|
2,500,000
|
|
|
1,580,516
|
|
|
919,484
|
|
|
4.39
|
%
|
|
2022
|
|
|
878,424
|
|
||||
Other secured debt (b)
|
|
70
|
|
|
1,633,099
|
|
|
—
|
|
|
1,633,099
|
|
|
4.50
|
%
|
|
2019 -2036
|
|
|
2,139,360
|
|
||||
Fair value adjustment
|
|
|
|
NA
|
|
|
NA
|
|
|
(2,103
|
)
|
|
NA
|
|
|
NA
|
|
|
31,482
|
|
|||||
TOTAL SECURED
|
|
|
|
14,079,999
|
|
|
3,145,016
|
|
|
10,932,880
|
|
|
|
|
|
|
11,818,959
|
|
|||||||
Subordinated
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
ECAPS Subordinated Notes
|
|
|
|
1,000,000
|
|
|
—
|
|
|
1,000,000
|
|
|
4.65
|
%
|
|
2065
|
|
|
1,000,000
|
|
|||||
Junior Subordinated Notes
|
|
|
|
500,000
|
|
|
—
|
|
|
500,000
|
|
|
6.50
|
%
|
|
2045
|
|
|
500,000
|
|
|||||
Subordinated debt issued by joint ventures
|
|
|
|
48,234
|
|
|
—
|
|
|
48,234
|
|
|
—
|
|
|
2019 - 2020
|
|
|
55,780
|
|
|||||
Fair value adjustment
|
|
|
|
NA
|
|
|
NA
|
|
|
(225
|
)
|
|
NA
|
|
|
NA
|
|
|
(229
|
)
|
|||||
TOTAL SUBORDINATED
|
|
|
|
1,548,234
|
|
|
—
|
|
|
1,548,009
|
|
|
|
|
|
|
1,555,551
|
|
|||||||
Debt issuance costs and debt discounts
|
|
|
|
NA
|
|
|
NA
|
|
|
(160,616
|
)
|
|
NA
|
|
|
NA
|
|
|
(160,061
|
)
|
|||||
|
|
398
|
|
|
$
|
37,554,097
|
|
|
$
|
8,061,016
|
|
|
$
|
29,507,587
|
|
|
|
|
|
|
$
|
28,420,739
|
|
|
(a)
|
The weighted average interest rate for our floating rate debt is calculated based on the applicable U.S. dollar LIBOR rate as of the most recent interest payment date of the respective debt, and excludes the impact of related derivative financial instruments which we hold to hedge our exposure to floating interest rates, as well as any amortization of debt issuance costs and debt discounts
.
The institutional secured term loans and secured portfolio loans also contain base rate interest alternatives.
|
(b)
|
In addition to the aircraft,
64
engines are pledged as collateral.
|
|
(a)
|
For further detail on debt maturities, please refer to
“
Item 5. Operating and Financial Review and Prospects—Contractual obligations
”.
|
|
Maturities of AGAT/AICDC Notes
|
||
2019
|
$
|
1,099,864
|
|
2020
|
1,500,000
|
|
|
2021
|
1,900,000
|
|
|
2022
|
2,100,000
|
|
|
2023
|
1,200,000
|
|
|
Thereafter
|
2,950,000
|
|
|
|
$
|
10,749,864
|
|
|
As of December 31, 2018
|
|||||||||
|
Collateral
(Number of
aircraft)
|
|
Amount
outstanding
|
|
Weighted average interest rate
|
|
Maturity
|
|||
European ECA facilities
|
28
|
|
|
$
|
682,410
|
|
|
2.94%
|
|
2019 - 2030
|
US Ex-Im facilities
|
4
|
|
|
166,962
|
|
|
1.66%
|
|
2022 - 2025
|
|
|
32
|
|
|
$
|
849,372
|
|
|
|
|
|
|
Collateral (Number of aircraft) (a)
|
|
Commitment
|
|
Undrawn amounts
|
|
Amount outstanding
|
|
Weighted average
interest rate |
|
Maturity
|
|||||||
Institutional secured term loans
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Hyperion
|
94
|
|
$
|
1,500,000
|
|
|
$
|
—
|
|
|
$
|
1,500,000
|
|
|
4.55
|
%
|
|
2023
|
Vancouver
|
56
|
|
750,000
|
|
|
—
|
|
|
750,000
|
|
|
4.55
|
%
|
|
2022
|
|||
Secured portfolio loans
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Scandium
|
7
|
|
772,981
|
|
|
173,500
|
|
|
599,481
|
|
|
4.37
|
%
|
|
2025
|
|||
Temescal
|
49
|
|
666,969
|
|
|
—
|
|
|
666,969
|
|
|
4.76
|
%
|
|
2023
|
|||
Celtago
|
13
|
|
659,203
|
|
|
—
|
|
|
659,203
|
|
|
3.37
|
%
|
|
2024
|
|||
Celtago II
|
13
|
|
580,736
|
|
|
—
|
|
|
580,736
|
|
|
3.90
|
%
|
|
2022
|
|||
BlowFishFunding
|
9
|
|
533,108
|
|
|
—
|
|
|
533,108
|
|
|
4.34
|
%
|
|
2022
|
|||
Iridium
|
8
|
|
519,111
|
|
|
—
|
|
|
519,111
|
|
|
4.11
|
%
|
|
2024
|
|||
Other secured facilities
|
31
|
|
3,115,420
|
|
|
1,391,000
|
|
|
1,724,420
|
|
|
4.20
|
%
|
|
2020 - 2030
|
|||
|
280
|
|
$
|
9,097,528
|
|
|
$
|
1,564,500
|
|
|
$
|
7,533,028
|
|
|
|
|
|
|
(a)
|
These loans are secured by a combination of aircraft and the equity interests in the borrower and certain SPE subsidiaries of the borrower that own the aircraft.
|
|
Applicable margin
|
|
Borrowing period
|
2.00
|
%
|
Period from December 2020 to December 2021
|
2.75
|
%
|
Period from December 2021 to December 2022
|
3.50
|
%
|
|
Year Ended December 31,
|
||||||||||
|
2018
|
|
2017
|
|
2016
|
||||||
Deferred tax expense (benefit)
|
|
|
|
|
|
||||||
Ireland
|
$
|
140,621
|
|
|
$
|
144,532
|
|
|
$
|
141,364
|
|
United States
|
6,510
|
|
|
56,650
|
|
|
(41,163
|
)
|
|||
The Netherlands
|
4,136
|
|
|
(7,470
|
)
|
|
(8,346
|
)
|
|||
Other
|
8,881
|
|
|
(14,188
|
)
|
|
14,124
|
|
|||
|
160,148
|
|
|
179,524
|
|
|
105,979
|
|
|||
Deferred tax (benefit) expense related to a (decrease) increase in changes in valuation allowance of deferred tax assets
|
|
|
|
|
|
||||||
Ireland
|
368
|
|
|
1,366
|
|
|
1,562
|
|
|||
United States
|
(2,838
|
)
|
|
(29,147
|
)
|
|
54,056
|
|
|||
The Netherlands
|
(2,302
|
)
|
|
(8,518
|
)
|
|
12,843
|
|
|||
Other
|
(7,788
|
)
|
|
13,796
|
|
|
(13,100
|
)
|
|||
|
(12,560
|
)
|
|
(22,503
|
)
|
|
55,361
|
|
|||
Current tax (benefit) expense
|
|
|
|
|
|
||||||
Ireland
|
(27
|
)
|
|
5,606
|
|
|
4,730
|
|
|||
United States
|
(3,691
|
)
|
|
(1,659
|
)
|
|
3,166
|
|
|||
The Netherlands
|
(307
|
)
|
|
717
|
|
|
1,164
|
|
|||
Other
|
516
|
|
|
3,033
|
|
|
3,096
|
|
|||
|
(3,509
|
)
|
|
7,697
|
|
|
12,156
|
|
|||
Provision for income taxes
|
$
|
144,079
|
|
|
$
|
164,718
|
|
|
$
|
173,496
|
|
|
Year Ended December 31,
|
|||||||||||
|
2018
|
|
2017
|
|
2016
|
|
||||||
Income tax expense at statutory income tax rate of 12.5%
|
$
|
143,866
|
|
|
$
|
154,484
|
|
|
$
|
150,050
|
|
|
|
|
|
|
|
|
|
||||||
Permanent differences
|
1,016
|
|
(a)
|
23,737
|
|
(b)
|
29,057
|
|
(c)
|
|||
Foreign rate differential
|
(803
|
)
|
|
(13,503
|
)
|
|
(5,611
|
)
|
|
|||
|
213
|
|
|
10,234
|
|
|
23,446
|
|
|
|||
Provision for income taxes
|
$
|
144,079
|
|
|
$
|
164,718
|
|
|
$
|
173,496
|
|
|
|
(a)
|
The
2018
permanent differences
included non-deductible share-based compensation in Ireland and in the Netherlands, and a valuation allowance change in respect of U.S., Dutch and Irish tax losses.
|
(b)
|
The
2017
permanent differences i
ncluded non-deductible share-based compensation in Ireland and in the Netherlands, impacts of the change in tax rate in the United States, and a valuation allowance change in respect of U.S., Dutch and Irish tax losses.
|
(c)
|
The
2016
permanent differences included non-deductible share-based compensation in Ireland and in the Netherlands, non-deductible intercompany interest allocated to the United States, and a valuation allowance taken in respect of U.S., Dutch and Irish tax losses.
|
|
Year Ended December 31, 2018
|
||||||||||||
|
Pre-tax income (loss)
|
|
Local statutory tax rate (a)
|
|
Variance to Irish statutory tax rate of 12.5%
|
|
Tax variance as a result of global activities (b)
|
||||||
Tax jurisdiction
|
|
|
|
|
|
|
|
||||||
Ireland
|
$
|
1,163,574
|
|
|
12.5
|
%
|
|
0.0
|
%
|
|
$
|
—
|
|
United States
|
(85
|
)
|
|
22.0
|
%
|
|
9.5
|
%
|
|
(8
|
)
|
||
The Netherlands
|
6,108
|
|
|
25.0
|
%
|
|
12.5
|
%
|
|
764
|
|
||
Other
|
(10,977
|
)
|
|
26.7
|
%
|
|
14.2
|
%
|
|
(1,559
|
)
|
||
Taxable income
|
$
|
1,158,620
|
|
|
|
|
|
|
$
|
(803
|
)
|
||
Permanent differences (c)
|
(7,687
|
)
|
|
|
|
|
|
|
|||||
Income from continuing operations before income tax
|
$
|
1,150,933
|
|
|
|
|
|
|
|
|
Year Ended December 31, 2017
|
||||||||||||
|
Pre-tax income (loss)
|
|
Local statutory tax rate (a)
|
|
Variance to Irish statutory tax rate of 12.5%
|
|
Tax variance as a result of global activities (b)
|
||||||
Tax jurisdiction
|
|
|
|
|
|
|
|
||||||
Ireland
|
$
|
1,212,029
|
|
|
12.5
|
%
|
|
0.0
|
%
|
|
$
|
—
|
|
United States
|
72,390
|
|
|
35.7
|
%
|
|
23.2
|
%
|
|
16,744
|
|
||
The Netherlands
|
(61,086
|
)
|
|
25.0
|
%
|
|
12.5
|
%
|
|
(7,636
|
)
|
||
Isle of Man
|
185,882
|
|
|
0.0
|
%
|
|
(12.5
|
)%
|
|
(23,235
|
)
|
||
Other
|
9,138
|
|
|
19.3
|
%
|
|
6.8
|
%
|
|
624
|
|
||
Taxable income
|
$
|
1,418,353
|
|
|
|
|
|
|
$
|
(13,503
|
)
|
||
Permanent differences (d)
|
(182,481
|
)
|
|
|
|
|
|
|
|
||||
Income from continuing operations before income tax
|
$
|
1,235,872
|
|
|
|
|
|
|
|
|
Year Ended December 31, 2016
|
||||||||||||
|
Pre-tax income (loss)
|
|
Local statutory tax rate (a)
|
|
Variance to Irish statutory tax rate of 12.5%
|
|
Tax variance as a result of global activities (b)
|
||||||
Tax jurisdiction
|
|
|
|
|
|
|
|
||||||
Ireland
|
$
|
1,151,387
|
|
|
12.5
|
%
|
|
0.0
|
%
|
|
$
|
—
|
|
United States
|
44,238
|
|
|
36.3
|
%
|
|
23.8
|
%
|
|
10,529
|
|
||
The Netherlands
|
37,580
|
|
|
25.0
|
%
|
|
12.5
|
%
|
|
4,698
|
|
||
Isle of Man
|
181,286
|
|
|
0.0
|
%
|
|
(12.5
|
)%
|
|
(22,661
|
)
|
||
Other
|
18,989
|
|
|
22.1
|
%
|
|
9.6
|
%
|
|
1,823
|
|
||
Taxable income
|
$
|
1,433,480
|
|
|
|
|
|
|
$
|
(5,611
|
)
|
||
Permanent differences (e)
|
(233,084
|
)
|
|
|
|
|
|
|
|||||
Income from continuing operations before income tax
|
$
|
1,200,396
|
|
|
|
|
|
|
|
|
(a)
|
The local statutory income tax expense for our significant tax jurisdictions (Ireland, the United States and the Netherlands) does not differ from the actual income tax expense.
|
(b)
|
The tax variance as a result of global activities is primarily caused by our operations in countries with a higher or lower statutory tax rate than the statutory tax rate in Ireland.
|
(c)
|
The
2018
permanent differences included non-deductible share-based compensation in Ireland and in the Netherlands, and a valuation allowance change in respect of U.S., Dutch and Irish tax losses.
|
(d)
|
The
2017
permanent differences included non-deductible share-based compensation in Ireland and in the Netherlands, impacts of the change in tax rate in the United States, and a valuation allowance change in respect of U.S., Dutch and Irish tax losses.
|
(e)
|
The
2016
permanent differences included non-deductible share-based compensation in Ireland and in the Netherlands, non-deductible intercompany interest allocated to the United States, and a valuation allowance taken in respect of U.S., Dutch and Irish tax losses.
|
|
As of December 31, 2018
|
||||||||||||||||||
|
Ireland
|
|
United States
|
|
The
Netherlands
|
|
Other
|
|
Total
|
||||||||||
Depreciation/Impairment
|
$
|
(1,612,534
|
)
|
|
$
|
254
|
|
|
$
|
5,974
|
|
|
$
|
(887
|
)
|
|
$
|
(1,607,193
|
)
|
Intangibles
|
(7,011
|
)
|
|
(6,108
|
)
|
|
—
|
|
|
—
|
|
|
(13,119
|
)
|
|||||
Interest expense
|
—
|
|
|
(126
|
)
|
|
—
|
|
|
—
|
|
|
(126
|
)
|
|||||
Accrued maintenance liability
|
(3,242
|
)
|
|
4,509
|
|
|
—
|
|
|
—
|
|
|
1,267
|
|
|||||
Obligations under capital leases and debt obligations
|
(4,255
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(4,255
|
)
|
|||||
Investments
|
—
|
|
|
(8,619
|
)
|
|
—
|
|
|
—
|
|
|
(8,619
|
)
|
|||||
Deferred losses on sale of assets
|
—
|
|
|
28,770
|
|
|
—
|
|
|
—
|
|
|
28,770
|
|
|||||
Accrued expenses
|
—
|
|
|
1,952
|
|
|
—
|
|
|
—
|
|
|
1,952
|
|
|||||
Valuation allowance
|
(3,296
|
)
|
|
(57,145
|
)
|
|
(15,938
|
)
|
|
(15,919
|
)
|
|
(92,298
|
)
|
|||||
Losses and credits forward
|
996,676
|
|
|
62,351
|
|
|
28,770
|
|
|
23,018
|
|
|
1,110,815
|
|
|||||
Other
|
(77,973
|
)
|
|
(1,324
|
)
|
|
(1,760
|
)
|
|
(2,454
|
)
|
|
(83,511
|
)
|
|||||
Net deferred income tax (liabilities) assets
|
$
|
(711,635
|
)
|
|
$
|
24,514
|
|
|
$
|
17,046
|
|
|
$
|
3,758
|
|
|
$
|
(666,317
|
)
|
|
As of December 31, 2017
|
||||||||||||||||||
|
Ireland
|
|
United States
|
|
The
Netherlands
|
|
Other
|
|
Total
|
||||||||||
Depreciation/Impairment
|
$
|
(1,336,757
|
)
|
|
$
|
1,553
|
|
|
$
|
9,138
|
|
|
$
|
327
|
|
|
$
|
(1,325,739
|
)
|
Intangibles
|
(4,159
|
)
|
|
(5,341
|
)
|
|
—
|
|
|
—
|
|
|
(9,500
|
)
|
|||||
Interest expense
|
—
|
|
|
(166
|
)
|
|
—
|
|
|
—
|
|
|
(166
|
)
|
|||||
Accrued maintenance liability
|
(4,362
|
)
|
|
4,055
|
|
|
—
|
|
|
—
|
|
|
(307
|
)
|
|||||
Obligations under capital leases and debt obligations
|
(4,691
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(4,691
|
)
|
|||||
Investments
|
—
|
|
|
(8,095
|
)
|
|
—
|
|
|
—
|
|
|
(8,095
|
)
|
|||||
Deferred losses on sale of assets
|
—
|
|
|
32,119
|
|
|
—
|
|
|
—
|
|
|
32,119
|
|
|||||
Accrued expenses
|
—
|
|
|
7,338
|
|
|
—
|
|
|
—
|
|
|
7,338
|
|
|||||
Valuation allowance
|
(2,928
|
)
|
|
(59,983
|
)
|
|
(18,240
|
)
|
|
(23,707
|
)
|
|
(104,858
|
)
|
|||||
Losses and credits forward
|
850,774
|
|
|
59,260
|
|
|
26,047
|
|
|
25,731
|
|
|
961,812
|
|
|||||
Other
|
(70,042
|
)
|
|
(2,543
|
)
|
|
(542
|
)
|
|
2,500
|
|
|
(70,627
|
)
|
|||||
Net deferred income tax (liabilities) assets
|
$
|
(572,165
|
)
|
|
$
|
28,197
|
|
|
$
|
16,403
|
|
|
$
|
4,851
|
|
|
$
|
(522,714
|
)
|
|
Year Ended December 31,
|
||||||
|
2018
|
|
2017
|
||||
Valuation allowance at beginning of period
|
$
|
104,858
|
|
|
$
|
127,361
|
|
Decrease of allowance to income tax provision
|
(12,560
|
)
|
|
(22,503
|
)
|
||
Valuation allowance at end of period
|
$
|
92,298
|
|
|
$
|
104,858
|
|
Program approval date
|
|
Program end date
|
|
Authorized amount
|
|
Program completion date
|
||
February 2017
|
|
June 30, 2017
|
|
$
|
350,000
|
|
|
June 12, 2017
|
May 2017
|
|
December 31, 2017
|
|
300,000
|
|
|
September 26, 2017
|
|
July 2017
|
|
March 31, 2018
|
|
250,000
|
|
|
December 14, 2017
|
|
October 2017
|
|
March 31, 2018
|
|
200,000
|
|
|
February 21, 2018
|
|
February 2018
|
|
June 30, 2018
|
|
200,000
|
|
|
May 14, 2018
|
|
April 2018
|
|
December 31, 2018
|
|
200,000
|
|
|
November 2, 2018
|
|
October 2018
|
|
March 31, 2019
|
|
200,000
|
|
|
January 9, 2019
|
|
December 2018
|
|
March 31, 2019
|
|
100,000
|
|
|
Not yet completed
|
|
Net change in
fair value of
derivatives
|
|
Actuarial gain (loss)
on pension
obligations
|
|
Total
|
||||||
Balance as of December 31, 2016
|
$
|
5,972
|
|
|
$
|
(7,741
|
)
|
|
$
|
(1,769
|
)
|
Total other comprehensive income
|
14,918
|
|
|
1,125
|
|
|
16,043
|
|
|||
Balance as of December 31, 2017
|
$
|
20,890
|
|
|
$
|
(6,616
|
)
|
|
$
|
14,274
|
|
Total other comprehensive loss
|
(14,559
|
)
|
|
(1,539
|
)
|
|
(16,098
|
)
|
|||
Balance as of December 31, 2018
|
$
|
6,331
|
|
|
$
|
(8,155
|
)
|
|
$
|
(1,824
|
)
|
|
Year Ended December 31, 2018
|
||||||||||||
|
Number of time-based restricted stock units and restricted stock
|
|
Number of performance-based restricted stock units and restricted stock
|
|
Weighted average grant date fair value of time-based grants ($)
|
|
Weighted average grant date fair value of performance-based grants ($)
|
||||||
Number at beginning of period
|
3,376,087
|
|
|
6,122,249
|
|
|
$
|
46.85
|
|
|
$
|
47.12
|
|
Granted (a)
|
960,381
|
|
|
1,205,937
|
|
|
51.44
|
|
|
51.50
|
|
||
Vested (b)
|
(1,955,812
|
)
|
|
(4,693,902
|
)
|
|
46.73
|
|
|
46.48
|
|
||
Forfeited
|
(75,454
|
)
|
|
(140,977
|
)
|
|
51.48
|
|
|
51.58
|
|
||
Number at end of period
|
2,305,202
|
|
|
2,493,307
|
|
|
$
|
48.72
|
|
|
$
|
50.18
|
|
|
(a)
|
Includes
1,922,128
shares of restricted stock granted under the AerCap Equity Plans, of which
1,474,697
shares of restricted stock were issued with the remaining
447,431
shares being withheld and applied to pay the taxes involved. As part of the
447,431
shares withheld to pay for taxes,
189,741
shares were treated as granted and subsequently vested on the grant date under specific Irish tax legislation. As a result, we recognized an expense of
$9.8 million
on the grant dates associated with these shares.
|
(b)
|
3,508,469
restricted stock units, which were previously granted under the AerCap Equity Plans, vested. In connection with the vesting of the restricted stock units, the Company issued, in full satisfaction of its obligations,
2,062,143
ordinary shares to the holders of these restricted stock units, with the remainder being withheld and applied to pay the taxes in respect of those awards. Restrictions on
2,951,504
shares of restricted stock (
2,120,185
shares of restricted stock net of withholding for taxes) lapsed during the period. In addition,
189,741
shares were treated as granted and subsequently vested on the grant dates as described in (a) above.
|
|
Year Ended December 31, 2018
|
|||||
|
Number of options
|
|
Weighted average exercise price ($)
|
|||
Options outstanding at beginning of period
|
37,945
|
|
|
$
|
13.02
|
|
Exercised
|
(7,531
|
)
|
|
13.12
|
|
|
Options outstanding at end of period
|
30,414
|
|
|
$
|
13.00
|
|
|
Year Ended December 31,
|
|||||||||||||||||||
|
2018
|
|
2017
|
|
2016
|
|||||||||||||||
|
Amount
|
|
%
|
|
Amount
|
|
%
|
|
Amount
|
|
%
|
|||||||||
China (a)
|
$
|
639,316
|
|
|
14.1
|
%
|
|
$
|
648,343
|
|
|
13.8
|
%
|
|
$
|
669,859
|
|
|
13.8
|
%
|
United States
|
528,687
|
|
|
11.6
|
%
|
|
568,999
|
|
|
12.1
|
%
|
|
535,526
|
|
|
11.0
|
%
|
|||
Ireland
|
184,916
|
|
|
4.1
|
%
|
|
120,500
|
|
|
2.6
|
%
|
|
117,259
|
|
|
2.4
|
%
|
|||
Other countries (b)
|
3,184,174
|
|
|
70.2
|
%
|
|
3,375,960
|
|
|
71.5
|
%
|
|
3,544,979
|
|
|
72.8
|
%
|
|||
Total
|
$
|
4,537,093
|
|
|
100.0
|
%
|
|
$
|
4,713,802
|
|
|
100.0
|
%
|
|
$
|
4,867,623
|
|
|
100.0
|
%
|
|
(a)
|
Includes mainland China, Hong Kong and Macau.
|
(b)
|
No
individual country within this category accounts for more than
10%
of our lease revenue.
|
|
As of December 31,
|
||||||||||||
|
2018
|
|
2017
|
||||||||||
|
Amount
|
|
%
|
|
Amount
|
|
%
|
||||||
China (a)
|
$
|
7,639,347
|
|
|
20.5
|
%
|
|
$
|
5,218,057
|
|
|
14.7
|
%
|
United States
|
4,381,348
|
|
|
11.8
|
%
|
|
4,816,416
|
|
|
13.6
|
%
|
||
Ireland
|
1,606,918
|
|
|
4.3
|
%
|
|
1,141,992
|
|
|
3.2
|
%
|
||
Other countries (b)
|
23,627,529
|
|
|
63.4
|
%
|
|
24,231,703
|
|
|
68.5
|
%
|
||
Total
|
$
|
37,255,142
|
|
|
100.0
|
%
|
|
$
|
35,408,168
|
|
|
100.0
|
%
|
|
(a)
|
Includes mainland China, Hong Kong and Macau.
|
(b)
|
No
individual country within this category accounts for more than
10%
of our long-lived assets.
|
|
Year Ended December 31,
|
||||||||||
|
2018
|
|
2017
|
|
2016
|
||||||
Personnel expenses
|
$
|
132,694
|
|
|
$
|
156,726
|
|
|
$
|
149,505
|
|
Share-based compensation
|
95,176
|
|
|
107,719
|
|
|
102,843
|
|
|||
Travel expenses
|
21,790
|
|
|
19,774
|
|
|
21,201
|
|
|||
Professional services
|
24,264
|
|
|
28,585
|
|
|
30,983
|
|
|||
Office expenses
|
14,784
|
|
|
16,105
|
|
|
20,703
|
|
|||
Directors’ expenses
|
3,169
|
|
|
3,345
|
|
|
3,051
|
|
|||
Other expenses
|
13,349
|
|
|
16,037
|
|
|
22,726
|
|
|||
|
$
|
305,226
|
|
|
$
|
348,291
|
|
|
$
|
351,012
|
|
|
Year Ended December 31,
|
|||||||||||
|
2018
|
|
2017
|
2016
|
||||||||
Management fees
|
$
|
14,539
|
|
|
$
|
13,426
|
|
|
$
|
18,298
|
|
|
Interest and other income
|
47,025
|
|
|
81,172
|
|
(a)
|
127,688
|
|
(b)
|
|||
|
$
|
61,564
|
|
|
$
|
94,598
|
|
|
$
|
145,986
|
|
|
|
(a)
|
Includes income from lease terminations of
$46.5 million
.
|
(b)
|
Includes income from lease terminations of
$63.2 million
, net insurance proceeds of
$54.2 million
and a gain related to the repayment of a note receivable earlier than expected of
$27.7 million
. In addition, we incurred an expense of
$36.0 million
related to a lower of cost or market adjustment of AeroTurbine’s parts inventory as a result of the AeroTurbine downsizing. Please refer to Note
24
—
AeroTurbine restructuring.
|
|
Contracted minimum future lease payments receivable
|
||
2019
|
$
|
4,085,052
|
|
2020
|
3,722,474
|
|
|
2021
|
3,434,494
|
|
|
2022
|
3,148,553
|
|
|
2023
|
2,861,153
|
|
|
Thereafter
|
10,555,593
|
|
|
|
$
|
27,807,319
|
|
|
Year Ended December 31,
|
||||||||||
|
2018
|
|
2017
|
|
2016
|
||||||
Flight equipment held for operating leases (Note 5)
|
$
|
39,318
|
|
|
$
|
54,331
|
|
|
$
|
78,335
|
|
Flight equipment held for sale
|
4,868
|
|
|
6,955
|
|
|
3,272
|
|
|||
|
$
|
44,186
|
|
|
$
|
61,286
|
|
|
$
|
81,607
|
|
|
Year Ended December 31,
|
||||||||||
|
2018
|
|
2017
|
|
2016
|
||||||
Lease termination fees
|
$
|
—
|
|
|
$
|
7,645
|
|
|
$
|
—
|
|
Severance expenses and other
|
—
|
|
|
4,298
|
|
|
19,801
|
|
|||
Leased engines impairment
|
—
|
|
|
2,662
|
|
|
15,392
|
|
|||
Other intangible assets impairment
|
—
|
|
|
—
|
|
|
14,868
|
|
|||
Write-down of fixed assets and consumable inventory
|
—
|
|
|
—
|
|
|
3,328
|
|
|||
|
$
|
—
|
|
|
$
|
14,605
|
|
|
$
|
53,389
|
|
|
Year Ended December 31,
|
||||||||||
|
2018
|
|
2017
|
|
2016
|
||||||
Net income for the computation of basic EPS
|
$
|
1,015,632
|
|
|
$
|
1,076,151
|
|
|
$
|
1,046,630
|
|
Weighted average ordinary shares outstanding—basic
|
145,162,220
|
|
|
161,059,552
|
|
|
185,514,370
|
|
|||
Basic EPS
|
$
|
7.00
|
|
|
$
|
6.68
|
|
|
$
|
5.64
|
|
|
Year Ended December 31,
|
||||||||||
|
2018
|
|
2017
|
|
2016
|
||||||
Net income for the computation of diluted EPS
|
$
|
1,015,632
|
|
|
$
|
1,076,151
|
|
|
$
|
1,046,630
|
|
Weighted average ordinary shares outstanding—diluted
|
148,706,266
|
|
|
167,287,508
|
|
|
189,682,036
|
|
|||
Diluted EPS
|
$
|
6.83
|
|
|
$
|
6.43
|
|
|
$
|
5.52
|
|
|
As of December 31,
|
|||||||
|
2018
|
|
2017
|
|
2016
|
|||
|
Number of ordinary shares
|
|||||||
Ordinary shares issued
|
151,847,345
|
|
|
167,847,345
|
|
|
187,847,345
|
|
Treasury shares
|
(9,172,681
|
)
|
|
(14,855,244
|
)
|
|
(11,600,191
|
)
|
Ordinary shares outstanding
|
142,674,664
|
|
|
152,992,101
|
|
|
176,247,154
|
|
Shares of unvested restricted stock
|
(2,429,442
|
)
|
|
(3,007,752
|
)
|
|
(3,426,810
|
)
|
Ordinary shares outstanding, excluding shares of unvested restricted stock
|
140,245,222
|
|
|
149,984,349
|
|
|
172,820,344
|
|
|
As of December 31,
|
||||||
|
2018
|
|
2017
|
||||
Carrying value of debt and equity investments
|
$
|
132,113
|
|
|
$
|
122,946
|
|
Debt guarantees
|
88,313
|
|
|
104,867
|
|
||
Maximum exposure to loss
|
$
|
220,426
|
|
|
$
|
227,813
|
|
|
Year Ended December 31,
|
||||||
|
2018
|
|
2017
|
||||
Prepayments on flight equipment at beginning of period
|
$
|
2,930,303
|
|
|
$
|
3,265,979
|
|
Prepayments made during the period
|
1,811,917
|
|
|
1,162,884
|
|
||
Interest paid and capitalized during the period
|
101,755
|
|
|
107,364
|
|
||
Prepayments and capitalized interest applied to the purchase of flight equipment
|
(1,819,455
|
)
|
|
(1,605,924
|
)
|
||
Prepayments on flight equipment at end of period
|
$
|
3,024,520
|
|
|
$
|
2,930,303
|
|
|
2019
|
|
2020
|
|
2021
|
|
2022
|
|
2023
|
|
Total
|
||||||||||||
Purchase obligations (a)
|
$
|
5,480,353
|
|
|
$
|
4,806,447
|
|
|
$
|
3,942,505
|
|
|
$
|
2,529,114
|
|
|
$
|
1,704,900
|
|
|
$
|
18,463,319
|
|
|
(a)
|
Includes commitments to purchase
354
aircraft and
nine
purchase and leaseback transactions.
|
|
Operating leases (a)
|
|
Finance leases (b)
|
||||
2019
|
$
|
9,181
|
|
|
$
|
2,359
|
|
2020
|
9,305
|
|
|
2,515
|
|
||
2021
|
9,201
|
|
|
2,681
|
|
||
2022
|
9,262
|
|
|
2,857
|
|
||
2023
|
9,337
|
|
|
3,046
|
|
||
Thereafter
|
35,243
|
|
|
105,327
|
|
||
|
$
|
81,529
|
|
|
$
|
118,785
|
|
|
(a)
|
Represents contractual payments on our office and facility leases.
|
(b)
|
Finance lease obligations are recorded in other secured debt.
|
|
December 31, 2018
|
||||||||||||||
|
Total
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
||||||||
Assets
|
|
|
|
|
|
|
|
||||||||
Derivative assets
|
$
|
69,105
|
|
|
$
|
—
|
|
|
$
|
69,105
|
|
|
$
|
—
|
|
|
|
|
|
|
|
|
|
||||||||
Liabilities
|
|
|
|
|
|
|
|
||||||||
Derivative liabilities
|
$
|
29,321
|
|
|
$
|
—
|
|
|
$
|
29,321
|
|
|
$
|
—
|
|
|
December 31, 2017
|
||||||||||||||
|
Total
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
||||||||
Assets
|
|
|
|
|
|
|
|
||||||||
Derivative assets
|
$
|
48,896
|
|
|
$
|
—
|
|
|
$
|
48,896
|
|
|
$
|
—
|
|
|
December 31, 2018
|
||||||||||||||||||
|
Carrying value
|
|
Fair value
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
||||||||||
Assets
|
|
|
|
|
|
|
|
|
|
||||||||||
Cash and cash equivalents
|
$
|
1,204,018
|
|
|
$
|
1,204,018
|
|
|
$
|
1,204,018
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Restricted cash
|
211,017
|
|
|
211,017
|
|
|
211,017
|
|
|
—
|
|
|
—
|
|
|||||
Derivative assets
|
69,105
|
|
|
69,105
|
|
|
—
|
|
|
69,105
|
|
|
—
|
|
|||||
|
$
|
1,484,140
|
|
|
$
|
1,484,140
|
|
|
$
|
1,415,035
|
|
|
$
|
69,105
|
|
|
$
|
—
|
|
Liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Debt
|
$
|
29,668,203
|
|
(a)
|
$
|
29,031,153
|
|
|
$
|
—
|
|
|
$
|
29,031,153
|
|
|
$
|
—
|
|
Derivative liabilities
|
29,321
|
|
|
29,321
|
|
|
—
|
|
|
29,321
|
|
|
—
|
|
|||||
|
$
|
29,697,524
|
|
|
$
|
29,060,474
|
|
|
$
|
—
|
|
|
$
|
29,060,474
|
|
|
$
|
—
|
|
|
(a)
|
Excludes debt issuance costs and debt discounts.
|
|
December 31, 2017
|
||||||||||||||||||
|
Carrying value
|
|
Fair value
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
||||||||||
Assets
|
|
|
|
|
|
|
|
|
|
||||||||||
Cash and cash equivalents
|
$
|
1,659,669
|
|
|
$
|
1,659,669
|
|
|
$
|
1,659,669
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Restricted cash
|
364,456
|
|
|
364,456
|
|
|
364,456
|
|
|
—
|
|
|
—
|
|
|||||
Derivative assets
|
48,896
|
|
|
48,896
|
|
|
—
|
|
|
48,896
|
|
|
—
|
|
|||||
|
$
|
2,073,021
|
|
|
$
|
2,073,021
|
|
|
$
|
2,024,125
|
|
|
$
|
48,896
|
|
|
$
|
—
|
|
Liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Debt
|
$
|
28,580,800
|
|
(a)
|
$
|
29,074,375
|
|
|
$
|
—
|
|
|
$
|
29,074,375
|
|
|
$
|
—
|
|
|
$
|
28,580,800
|
|
|
$
|
29,074,375
|
|
|
$
|
—
|
|
|
$
|
29,074,375
|
|
|
$
|
—
|
|
|
(a)
|
Excludes debt issuance costs and debt discounts.
|
|
December 31, 2018
|
||||||||||||||||||||||||||
|
AerCap
Holdings N.V. |
|
AerCap
Global Aviation Trust |
|
AerCap
Ireland Capital Designated Activity Company |
|
Guarantors(a)
|
|
Non-
Guarantors |
|
Eliminations
|
|
Total
|
||||||||||||||
|
(U.S. Dollars in millions)
|
||||||||||||||||||||||||||
Assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Cash and cash equivalents
|
$
|
3
|
|
|
$
|
318
|
|
|
$
|
6
|
|
|
$
|
737
|
|
|
$
|
140
|
|
|
$
|
—
|
|
|
$
|
1,204
|
|
Restricted cash
|
—
|
|
|
—
|
|
|
—
|
|
|
1
|
|
|
210
|
|
|
—
|
|
|
211
|
|
|||||||
Flight equipment held for operating leases, net
|
—
|
|
|
9,455
|
|
|
—
|
|
|
3,317
|
|
|
22,280
|
|
|
—
|
|
|
35,052
|
|
|||||||
Maintenance rights and lease premium, net
|
—
|
|
|
569
|
|
|
—
|
|
|
58
|
|
|
486
|
|
|
—
|
|
|
1,113
|
|
|||||||
Flight equipment held for sale
|
—
|
|
|
26
|
|
|
—
|
|
|
—
|
|
|
158
|
|
|
—
|
|
|
184
|
|
|||||||
Net investment in finance and sales-type leases
|
—
|
|
|
494
|
|
|
—
|
|
|
63
|
|
|
446
|
|
|
—
|
|
|
1,003
|
|
|||||||
Prepayments on flight equipment
|
—
|
|
|
1,338
|
|
|
—
|
|
|
5
|
|
|
1,682
|
|
|
—
|
|
|
3,025
|
|
|||||||
Investments including investments in subsidiaries
|
10,495
|
|
|
1,336
|
|
|
8,774
|
|
|
5,948
|
|
|
133
|
|
|
(26,553
|
)
|
|
133
|
|
|||||||
Intercompany receivables
|
130
|
|
|
17,305
|
|
|
67
|
|
|
12,325
|
|
|
5,375
|
|
|
(35,202
|
)
|
|
—
|
|
|||||||
Other assets
|
79
|
|
|
482
|
|
|
101
|
|
|
351
|
|
|
271
|
|
|
—
|
|
|
1,284
|
|
|||||||
Total Assets
|
$
|
10,707
|
|
|
$
|
31,323
|
|
|
$
|
8,948
|
|
|
$
|
22,805
|
|
|
$
|
31,181
|
|
|
$
|
(61,755
|
)
|
|
$
|
43,209
|
|
Liabilities and Equity
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Debt
|
$
|
—
|
|
|
$
|
17,257
|
|
|
$
|
808
|
|
|
$
|
8
|
|
|
$
|
11,435
|
|
|
$
|
—
|
|
|
$
|
29,508
|
|
Intercompany payables
|
1,873
|
|
|
3,480
|
|
|
4,604
|
|
|
11,477
|
|
|
13,768
|
|
|
(35,202
|
)
|
|
—
|
|
|||||||
Other liabilities
|
6
|
|
|
1,791
|
|
|
2
|
|
|
688
|
|
|
2,333
|
|
|
—
|
|
|
4,820
|
|
|||||||
Total liabilities
|
1,879
|
|
|
22,528
|
|
|
5,414
|
|
|
12,173
|
|
|
27,536
|
|
|
(35,202
|
)
|
|
34,328
|
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Total AerCap Holdings N.V. shareholders
’
equity
|
8,828
|
|
|
8,795
|
|
|
3,534
|
|
|
10,565
|
|
|
3,659
|
|
|
(26,553
|
)
|
|
8,828
|
|
|||||||
Non-controlling interest
|
—
|
|
|
—
|
|
|
—
|
|
|
67
|
|
|
(14
|
)
|
|
—
|
|
|
53
|
|
|||||||
Total Equity
|
8,828
|
|
|
8,795
|
|
|
3,534
|
|
|
10,632
|
|
|
3,645
|
|
|
(26,553
|
)
|
|
8,881
|
|
|||||||
Total Liabilities and Equity
|
$
|
10,707
|
|
|
$
|
31,323
|
|
|
$
|
8,948
|
|
|
$
|
22,805
|
|
|
$
|
31,181
|
|
|
$
|
(61,755
|
)
|
|
$
|
43,209
|
|
|
(a)
|
Guarantors consist of AerCap U.S. Global Aviation LLC, AerCap Aviation Solutions B.V., AerCap Ireland Ltd. and ILFC.
|
|
December 31, 2017
|
||||||||||||||||||||||||||
|
AerCap
Holdings N.V. |
|
AerCap
Global Aviation Trust |
|
AerCap
Ireland Capital Designated Activity Company |
|
Guarantors(a)
|
|
Non-
Guarantors |
|
Eliminations
|
|
Total
|
||||||||||||||
|
(U.S. Dollars in millions)
|
||||||||||||||||||||||||||
Assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Cash and cash equivalents
|
$
|
21
|
|
|
$
|
222
|
|
|
$
|
14
|
|
|
$
|
1,227
|
|
|
$
|
176
|
|
|
$
|
—
|
|
|
$
|
1,660
|
|
Restricted cash
|
—
|
|
|
—
|
|
|
—
|
|
|
10
|
|
|
354
|
|
|
—
|
|
|
364
|
|
|||||||
Flight equipment held for operating leases, net
|
—
|
|
|
10,461
|
|
|
—
|
|
|
1,959
|
|
|
19,977
|
|
|
—
|
|
|
32,397
|
|
|||||||
Maintenance rights and lease premium, net
|
—
|
|
|
758
|
|
|
—
|
|
|
35
|
|
|
709
|
|
|
—
|
|
|
1,502
|
|
|||||||
Flight equipment held for sale
|
—
|
|
|
168
|
|
|
—
|
|
|
—
|
|
|
463
|
|
|
—
|
|
|
631
|
|
|||||||
Net investment in finance and sales-type leases
|
—
|
|
|
520
|
|
|
—
|
|
|
193
|
|
|
283
|
|
|
—
|
|
|
996
|
|
|||||||
Prepayments on flight equipment
|
—
|
|
|
2,340
|
|
|
—
|
|
|
4
|
|
|
586
|
|
|
—
|
|
|
2,930
|
|
|||||||
Investments including investments in subsidiaries
|
9,632
|
|
|
1,066
|
|
|
8,037
|
|
|
5,670
|
|
|
122
|
|
|
(24,405
|
)
|
|
122
|
|
|||||||
Intercompany receivables
|
128
|
|
|
14,495
|
|
|
80
|
|
|
9,989
|
|
|
5,281
|
|
|
(29,973
|
)
|
|
—
|
|
|||||||
Other assets
|
96
|
|
|
603
|
|
|
85
|
|
|
366
|
|
|
288
|
|
|
—
|
|
|
1,438
|
|
|||||||
Total Assets
|
$
|
9,877
|
|
|
$
|
30,633
|
|
|
$
|
8,216
|
|
|
$
|
19,453
|
|
|
$
|
28,239
|
|
|
$
|
(54,378
|
)
|
|
$
|
42,040
|
|
Liabilities and Equity
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Debt
|
$
|
—
|
|
|
$
|
17,098
|
|
|
$
|
398
|
|
|
$
|
24
|
|
|
$
|
10,901
|
|
|
$
|
—
|
|
|
$
|
28,421
|
|
Intercompany payables
|
1,276
|
|
|
3,527
|
|
|
4,875
|
|
|
9,202
|
|
|
11,093
|
|
|
(29,973
|
)
|
|
—
|
|
|||||||
Other liabilities
|
22
|
|
|
1,950
|
|
|
—
|
|
|
471
|
|
|
2,537
|
|
|
—
|
|
|
4,980
|
|
|||||||
Total liabilities
|
1,298
|
|
|
22,575
|
|
|
5,273
|
|
|
9,697
|
|
|
24,531
|
|
|
(29,973
|
)
|
|
33,401
|
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Total AerCap Holdings N.V. shareholders
’
equity
|
8,579
|
|
|
8,058
|
|
|
2,943
|
|
|
9,684
|
|
|
3,721
|
|
|
(24,405
|
)
|
|
8,580
|
|
|||||||
Non-controlling interest
|
—
|
|
|
—
|
|
|
—
|
|
|
72
|
|
|
(13
|
)
|
|
—
|
|
|
59
|
|
|||||||
Total Equity
|
8,579
|
|
|
8,058
|
|
|
2,943
|
|
|
9,756
|
|
|
3,708
|
|
|
(24,405
|
)
|
|
8,639
|
|
|||||||
Total Liabilities and Equity
|
$
|
9,877
|
|
|
$
|
30,633
|
|
|
$
|
8,216
|
|
|
$
|
19,453
|
|
|
$
|
28,239
|
|
|
$
|
(54,378
|
)
|
|
$
|
42,040
|
|
|
(a)
|
Guarantors consist of AerCap U.S. Global Aviation LLC, AerCap Aviation Solutions B.V., AerCap Ireland Ltd. and ILFC.
|
|
Year Ended December 31, 2018
|
||||||||||||||||||||||||||
|
AerCap
Holdings N.V. |
|
AerCap
Global Aviation Trust |
|
AerCap
Ireland Capital Designated Activity Company |
|
Guarantors(a)
|
|
Non-
Guarantors |
|
Eliminations
|
|
Total
|
||||||||||||||
|
(U.S. Dollars in millions)
|
||||||||||||||||||||||||||
Revenues and other income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Lease revenue
|
$
|
—
|
|
|
$
|
1,499
|
|
|
$
|
—
|
|
|
$
|
289
|
|
|
$
|
2,749
|
|
|
$
|
—
|
|
|
$
|
4,537
|
|
Net gain on sale of assets
|
—
|
|
|
53
|
|
|
—
|
|
|
18
|
|
|
130
|
|
|
—
|
|
|
201
|
|
|||||||
Other income (loss)
|
63
|
|
|
648
|
|
|
3
|
|
|
719
|
|
|
275
|
|
|
(1,646
|
)
|
|
62
|
|
|||||||
Total Revenues and other income
|
63
|
|
|
2,200
|
|
|
3
|
|
|
1,026
|
|
|
3,154
|
|
|
(1,646
|
)
|
|
4,800
|
|
|||||||
Expenses
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Depreciation and amortization
|
—
|
|
|
563
|
|
|
—
|
|
|
130
|
|
|
986
|
|
|
—
|
|
|
1,679
|
|
|||||||
Asset impairment
|
—
|
|
|
4
|
|
|
—
|
|
|
9
|
|
|
31
|
|
|
—
|
|
|
44
|
|
|||||||
Interest expense
|
—
|
|
|
886
|
|
|
169
|
|
|
290
|
|
|
1,183
|
|
|
(1,354
|
)
|
|
1,174
|
|
|||||||
Leasing expenses
|
—
|
|
|
112
|
|
|
—
|
|
|
50
|
|
|
285
|
|
|
—
|
|
|
447
|
|
|||||||
Selling, general and administrative expenses
|
80
|
|
|
100
|
|
|
—
|
|
|
139
|
|
|
278
|
|
|
(292
|
)
|
|
305
|
|
|||||||
Total Expenses
|
80
|
|
|
1,665
|
|
|
169
|
|
|
618
|
|
|
2,763
|
|
|
(1,646
|
)
|
|
3,649
|
|
|||||||
(Loss) income before income taxes and income of investments accounted for under the equity method
|
(17
|
)
|
|
535
|
|
|
(166
|
)
|
|
408
|
|
|
391
|
|
|
—
|
|
|
1,151
|
|
|||||||
Provision for income taxes
|
2
|
|
|
(67
|
)
|
|
21
|
|
|
(54
|
)
|
|
(47
|
)
|
|
—
|
|
|
(145
|
)
|
|||||||
Equity in net earnings of investments accounted for under the equity method
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
11
|
|
|
—
|
|
|
11
|
|
|||||||
Net (loss) income before income from subsidiaries
|
(15
|
)
|
|
468
|
|
|
(145
|
)
|
|
354
|
|
|
355
|
|
|
—
|
|
|
1,017
|
|
|||||||
Income (loss) from subsidiaries
|
1,031
|
|
|
256
|
|
|
724
|
|
|
692
|
|
|
(718
|
)
|
|
(1,985
|
)
|
|
—
|
|
|||||||
Net income (loss)
|
$
|
1,016
|
|
|
$
|
724
|
|
|
$
|
579
|
|
|
$
|
1,046
|
|
|
$
|
(363
|
)
|
|
$
|
(1,985
|
)
|
|
$
|
1,017
|
|
Net income attributable to non-controlling interest
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1
|
)
|
|
—
|
|
|
(1
|
)
|
|||||||
Net income (loss) attributable to AerCap Holdings N.V.
|
$
|
1,016
|
|
|
$
|
724
|
|
|
$
|
579
|
|
|
$
|
1,046
|
|
|
$
|
(364
|
)
|
|
$
|
(1,985
|
)
|
|
$
|
1,016
|
|
|
(a)
|
Guarantors consist of AerCap U.S. Global Aviation LLC, AerCap Aviation Solutions B.V., AerCap Ireland Ltd. and ILFC.
|
|
Year Ended December 31, 2017
|
||||||||||||||||||||||||||
|
AerCap
Holdings N.V. |
|
AerCap
Global Aviation Trust |
|
AerCap
Ireland Capital Designated Activity Company |
|
Guarantors(a)
|
|
Non-
Guarantors |
|
Eliminations
|
|
Total
|
||||||||||||||
|
(U.S. Dollars in millions)
|
||||||||||||||||||||||||||
Revenues and other income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Lease revenue
|
$
|
—
|
|
|
$
|
1,671
|
|
|
$
|
—
|
|
|
$
|
214
|
|
|
$
|
2,829
|
|
|
$
|
—
|
|
|
$
|
4,714
|
|
Net gain on sale of assets
|
—
|
|
|
113
|
|
|
—
|
|
|
20
|
|
|
96
|
|
|
—
|
|
|
229
|
|
|||||||
Other income (loss)
|
49
|
|
|
672
|
|
|
4
|
|
|
577
|
|
|
409
|
|
|
(1,617
|
)
|
|
94
|
|
|||||||
Total Revenues and other income
|
49
|
|
|
2,456
|
|
|
4
|
|
|
811
|
|
|
3,334
|
|
|
(1,617
|
)
|
|
5,037
|
|
|||||||
Expenses
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Depreciation and amortization
|
—
|
|
|
630
|
|
|
—
|
|
|
87
|
|
|
1,010
|
|
|
—
|
|
|
1,727
|
|
|||||||
Asset impairment
|
—
|
|
|
9
|
|
|
—
|
|
|
3
|
|
|
49
|
|
|
—
|
|
|
61
|
|
|||||||
Interest expense
|
—
|
|
|
759
|
|
|
176
|
|
|
410
|
|
|
1,108
|
|
|
(1,341
|
)
|
|
1,112
|
|
|||||||
Leasing expenses
|
—
|
|
|
258
|
|
|
—
|
|
|
30
|
|
|
250
|
|
|
—
|
|
|
538
|
|
|||||||
Restructuring related expenses
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
15
|
|
|
—
|
|
|
15
|
|
|||||||
Selling, general and administrative expenses
|
97
|
|
|
105
|
|
|
—
|
|
|
135
|
|
|
287
|
|
|
(276
|
)
|
|
348
|
|
|||||||
Total Expenses
|
97
|
|
|
1,761
|
|
|
176
|
|
|
665
|
|
|
2,719
|
|
|
(1,617
|
)
|
|
3,801
|
|
|||||||
(Loss) income before income taxes and income of investments accounted for under the equity method
|
(48
|
)
|
|
695
|
|
|
(172
|
)
|
|
146
|
|
|
615
|
|
|
—
|
|
|
1,236
|
|
|||||||
Provision for income taxes
|
6
|
|
|
(87
|
)
|
|
21
|
|
|
(33
|
)
|
|
(72
|
)
|
|
—
|
|
|
(165
|
)
|
|||||||
Equity in net earnings of investments accounted for under the equity method
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
9
|
|
|
—
|
|
|
9
|
|
|||||||
Net (loss) income before income from subsidiaries
|
(42
|
)
|
|
608
|
|
|
(151
|
)
|
|
113
|
|
|
552
|
|
|
—
|
|
|
1,080
|
|
|||||||
Income (loss) from subsidiaries
|
1,118
|
|
|
167
|
|
|
774
|
|
|
831
|
|
|
(901
|
)
|
|
(1,989
|
)
|
|
—
|
|
|||||||
Net income (loss)
|
$
|
1,076
|
|
|
$
|
775
|
|
|
$
|
623
|
|
|
$
|
944
|
|
|
$
|
(349
|
)
|
|
$
|
(1,989
|
)
|
|
$
|
1,080
|
|
Net loss attributable to non-controlling interest
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(4
|
)
|
|
—
|
|
|
(4
|
)
|
|||||||
Net income (loss) attributable to AerCap Holdings N.V.
|
$
|
1,076
|
|
|
$
|
775
|
|
|
$
|
623
|
|
|
$
|
944
|
|
|
$
|
(353
|
)
|
|
$
|
(1,989
|
)
|
|
$
|
1,076
|
|
|
(a)
|
Guarantors consist of AerCap U.S. Global Aviation LLC, AerCap Aviation Solutions B.V., AerCap Ireland Ltd. and ILFC.
|
|
Year Ended December 31, 2016
|
||||||||||||||||||||||||||
|
AerCap
Holdings N.V. |
|
AerCap
Global Aviation Trust |
|
AerCap
Ireland Capital Designated Activity Company |
|
Guarantors(a)
|
|
Non-
Guarantors |
|
Eliminations
|
|
Total
|
||||||||||||||
|
(U.S. Dollars in millions)
|
||||||||||||||||||||||||||
Revenues and other income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Lease revenue
|
$
|
—
|
|
|
$
|
2,058
|
|
|
$
|
—
|
|
|
$
|
205
|
|
|
$
|
2,605
|
|
|
$
|
—
|
|
|
$
|
4,868
|
|
Net gain on sale of assets
|
—
|
|
|
33
|
|
|
—
|
|
|
6
|
|
|
100
|
|
|
—
|
|
|
139
|
|
|||||||
Other income (loss)
|
6
|
|
|
653
|
|
|
—
|
|
|
552
|
|
|
359
|
|
|
(1,425
|
)
|
|
145
|
|
|||||||
Total Revenues and other income
|
6
|
|
|
2,744
|
|
|
—
|
|
|
763
|
|
|
3,064
|
|
|
(1,425
|
)
|
|
5,152
|
|
|||||||
Expenses
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Depreciation and amortization
|
—
|
|
|
770
|
|
|
—
|
|
|
72
|
|
|
949
|
|
|
—
|
|
|
1,791
|
|
|||||||
Asset impairment
|
—
|
|
|
32
|
|
|
—
|
|
|
—
|
|
|
50
|
|
|
—
|
|
|
82
|
|
|||||||
Interest expense
|
—
|
|
|
753
|
|
|
184
|
|
|
385
|
|
|
955
|
|
|
(1,185
|
)
|
|
1,092
|
|
|||||||
Leasing expenses
|
—
|
|
|
290
|
|
|
—
|
|
|
27
|
|
|
266
|
|
|
—
|
|
|
583
|
|
|||||||
Restructuring related expenses
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
53
|
|
|
—
|
|
|
53
|
|
|||||||
Selling, general and administrative expenses
|
60
|
|
|
120
|
|
|
1
|
|
|
102
|
|
|
308
|
|
|
(240
|
)
|
|
351
|
|
|||||||
Total Expenses
|
60
|
|
|
1,965
|
|
|
185
|
|
|
586
|
|
|
2,581
|
|
|
(1,425
|
)
|
|
3,952
|
|
|||||||
(Loss) income before income taxes and income of investments accounted for under the equity method
|
(54
|
)
|
|
779
|
|
|
(185
|
)
|
|
177
|
|
|
483
|
|
|
—
|
|
|
1,200
|
|
|||||||
Provision for income taxes
|
7
|
|
|
(97
|
)
|
|
23
|
|
|
(36
|
)
|
|
(70
|
)
|
|
—
|
|
|
(173
|
)
|
|||||||
Equity in net earnings of investments accounted for under the equity method
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
13
|
|
|
—
|
|
|
13
|
|
|||||||
Net (loss) income before income from subsidiaries
|
(47
|
)
|
|
682
|
|
|
(162
|
)
|
|
141
|
|
|
426
|
|
|
—
|
|
|
1,040
|
|
|||||||
Income (loss) from subsidiaries
|
1,094
|
|
|
237
|
|
|
919
|
|
|
701
|
|
|
(867
|
)
|
|
(2,084
|
)
|
|
—
|
|
|||||||
Net income (loss)
|
$
|
1,047
|
|
|
$
|
919
|
|
|
$
|
757
|
|
|
$
|
842
|
|
|
$
|
(441
|
)
|
|
$
|
(2,084
|
)
|
|
$
|
1,040
|
|
Net loss attributable to non-controlling interest
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
7
|
|
|
—
|
|
|
7
|
|
|||||||
Net income (loss) attributable to AerCap Holdings N.V.
|
$
|
1,047
|
|
|
$
|
919
|
|
|
$
|
757
|
|
|
$
|
842
|
|
|
$
|
(434
|
)
|
|
$
|
(2,084
|
)
|
|
$
|
1,047
|
|
|
(a)
|
Guarantors consist of AerCap U.S. Global Aviation LLC, AerCap Aviation Solutions B.V., AerCap Ireland Ltd. and ILFC.
|
|
Year Ended December 31, 2018
|
||||||||||||||||||||||||||
|
AerCap
Holdings N.V. |
|
AerCap
Global Aviation Trust |
|
AerCap
Ireland Capital Designated Activity Company |
|
Guarantors(a)
|
|
Non-
Guarantors |
|
Eliminations
|
|
Total
|
||||||||||||||
|
(U.S. Dollars in millions)
|
||||||||||||||||||||||||||
Net income (loss)
|
$
|
1,016
|
|
|
$
|
724
|
|
|
$
|
579
|
|
|
$
|
1,046
|
|
|
$
|
(363
|
)
|
|
$
|
(1,985
|
)
|
|
$
|
1,017
|
|
Other comprehensive loss:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Net change in fair value of derivatives, net of tax
|
—
|
|
|
—
|
|
|
—
|
|
|
(14
|
)
|
|
—
|
|
|
—
|
|
|
(14
|
)
|
|||||||
Actuarial gain on pension obligations, net of tax
|
—
|
|
|
—
|
|
|
—
|
|
|
(2
|
)
|
|
—
|
|
|
—
|
|
|
(2
|
)
|
|||||||
Total other comprehensive loss
|
—
|
|
|
—
|
|
|
—
|
|
|
(16
|
)
|
|
—
|
|
|
—
|
|
|
(16
|
)
|
|||||||
Comprehensive income (loss)
|
1,016
|
|
|
724
|
|
|
579
|
|
|
1,030
|
|
|
(363
|
)
|
|
(1,985
|
)
|
|
1,001
|
|
|||||||
Comprehensive income attributable to non-controlling interest
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1
|
)
|
|
—
|
|
|
(1
|
)
|
|||||||
Total comprehensive income (loss) attributable to AerCap Holdings N.V.
|
$
|
1,016
|
|
|
$
|
724
|
|
|
$
|
579
|
|
|
$
|
1,030
|
|
|
$
|
(364
|
)
|
|
$
|
(1,985
|
)
|
|
$
|
1,000
|
|
|
(a)
|
Guarantors consist of AerCap U.S. Global Aviation LLC, AerCap Aviation Solutions B.V., AerCap Ireland Ltd. and ILFC.
|
|
Year Ended December 31, 2017
|
||||||||||||||||||||||||||
|
AerCap
Holdings N.V. |
|
AerCap
Global Aviation Trust |
|
AerCap
Ireland Capital Designated Activity Company |
|
Guarantors(a)
|
|
Non-
Guarantors |
|
Eliminations
|
|
Total
|
||||||||||||||
|
(U.S. Dollars in millions)
|
||||||||||||||||||||||||||
Net income (loss)
|
$
|
1,076
|
|
|
$
|
775
|
|
|
$
|
623
|
|
|
$
|
944
|
|
|
$
|
(349
|
)
|
|
$
|
(1,989
|
)
|
|
$
|
1,080
|
|
Other comprehensive income:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Net change in fair value of derivatives, net of tax
|
—
|
|
|
—
|
|
|
—
|
|
|
13
|
|
|
2
|
|
|
—
|
|
|
15
|
|
|||||||
Actuarial loss on pension obligations, net of tax
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1
|
|
|
—
|
|
|
1
|
|
|||||||
Total other comprehensive income
|
—
|
|
|
—
|
|
|
—
|
|
|
13
|
|
|
3
|
|
|
—
|
|
|
16
|
|
|||||||
Comprehensive income (loss)
|
1,076
|
|
|
775
|
|
|
623
|
|
|
957
|
|
|
(346
|
)
|
|
(1,989
|
)
|
|
1,096
|
|
|||||||
Comprehensive income attributable to non-controlling interest
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(4
|
)
|
|
—
|
|
|
(4
|
)
|
|||||||
Total comprehensive income (loss) attributable to AerCap Holdings N.V.
|
$
|
1,076
|
|
|
$
|
775
|
|
|
$
|
623
|
|
|
$
|
957
|
|
|
$
|
(350
|
)
|
|
$
|
(1,989
|
)
|
|
$
|
1,092
|
|
|
(a)
|
Guarantors consist of AerCap U.S. Global Aviation LLC, AerCap Aviation Solutions B.V., AerCap Ireland Ltd. and ILFC.
|
|
Year Ended December 31, 2016
|
||||||||||||||||||||||||||
|
AerCap
Holdings N.V. |
|
AerCap
Global Aviation Trust |
|
AerCap
Ireland Capital Designated Activity Company |
|
Guarantors(a)
|
|
Non-
Guarantors |
|
Eliminations
|
|
Total
|
||||||||||||||
|
(U.S. Dollars in millions)
|
||||||||||||||||||||||||||
Net income (loss)
|
$
|
1,047
|
|
|
$
|
919
|
|
|
$
|
757
|
|
|
$
|
842
|
|
|
$
|
(441
|
)
|
|
$
|
(2,084
|
)
|
|
$
|
1,040
|
|
Other comprehensive (loss) income:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Net change in fair value of derivatives, net of tax
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
6
|
|
|
—
|
|
|
6
|
|
|||||||
Actuarial loss on pension obligations, net of tax
|
—
|
|
|
—
|
|
|
—
|
|
|
(2
|
)
|
|
—
|
|
|
—
|
|
|
(2
|
)
|
|||||||
Total other comprehensive (loss) income
|
—
|
|
|
—
|
|
|
—
|
|
|
(2
|
)
|
|
6
|
|
|
—
|
|
|
4
|
|
|||||||
Comprehensive income (loss)
|
1,047
|
|
|
919
|
|
|
757
|
|
|
840
|
|
|
(435
|
)
|
|
(2,084
|
)
|
|
1,044
|
|
|||||||
Comprehensive loss attributable to non-controlling interest
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
7
|
|
|
—
|
|
|
7
|
|
|||||||
Total comprehensive income (loss) attributable to AerCap Holdings N.V.
|
$
|
1,047
|
|
|
$
|
919
|
|
|
$
|
757
|
|
|
$
|
840
|
|
|
$
|
(428
|
)
|
|
$
|
(2,084
|
)
|
|
$
|
1,051
|
|
|
(a)
|
Guarantors consist of AerCap U.S. Global Aviation LLC, AerCap Aviation Solutions B.V., AerCap Ireland Ltd. and ILFC.
|
|
Year Ended December 31, 2018
|
||||||||||||||||||||||||||
|
AerCap
Holdings N.V. |
|
AerCap
Global Aviation Trust |
|
AerCap
Ireland Capital Designated Activity Company |
|
Guarantors(a)
|
|
Non-
Guarantors |
|
Eliminations
|
|
Total
|
||||||||||||||
|
(U.S. Dollars in millions)
|
||||||||||||||||||||||||||
Net income (loss)
|
$
|
1,016
|
|
|
$
|
724
|
|
|
$
|
579
|
|
|
$
|
1,046
|
|
|
$
|
(363
|
)
|
|
$
|
(1,985
|
)
|
|
$
|
1,017
|
|
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
(Income) loss from subsidiaries
|
(1,031
|
)
|
|
(256
|
)
|
|
(724
|
)
|
|
(692
|
)
|
|
718
|
|
|
1,985
|
|
|
—
|
|
|||||||
Depreciation and amortization
|
—
|
|
|
563
|
|
|
—
|
|
|
130
|
|
|
986
|
|
|
—
|
|
|
1,679
|
|
|||||||
Asset impairment
|
—
|
|
|
4
|
|
|
—
|
|
|
9
|
|
|
31
|
|
|
—
|
|
|
44
|
|
|||||||
Amortization of debt issuance costs and debt discount
|
—
|
|
|
18
|
|
|
5
|
|
|
2
|
|
|
39
|
|
|
—
|
|
|
64
|
|
|||||||
Amortization of lease premium
|
—
|
|
|
2
|
|
|
—
|
|
|
—
|
|
|
10
|
|
|
—
|
|
|
12
|
|
|||||||
Amortization of fair value adjustments on debt
|
—
|
|
|
(142
|
)
|
|
—
|
|
|
—
|
|
|
(1
|
)
|
|
—
|
|
|
(143
|
)
|
|||||||
Accretion of fair value adjustments on deposits and maintenance liabilities
|
—
|
|
|
8
|
|
|
—
|
|
|
—
|
|
|
14
|
|
|
—
|
|
|
22
|
|
|||||||
Maintenance rights write-off
|
—
|
|
|
118
|
|
|
—
|
|
|
18
|
|
|
151
|
|
|
—
|
|
|
287
|
|
|||||||
Maintenance liability release to income
|
—
|
|
|
(59
|
)
|
|
—
|
|
|
(33
|
)
|
|
(136
|
)
|
|
—
|
|
|
(228
|
)
|
|||||||
Net gain on sale of assets
|
—
|
|
|
(53
|
)
|
|
—
|
|
|
(18
|
)
|
|
(130
|
)
|
|
—
|
|
|
(201
|
)
|
|||||||
Deferred income taxes
|
(2
|
)
|
|
65
|
|
|
(21
|
)
|
|
54
|
|
|
52
|
|
|
—
|
|
|
148
|
|
|||||||
Other
|
52
|
|
|
(8
|
)
|
|
—
|
|
|
56
|
|
|
34
|
|
|
—
|
|
|
134
|
|
|||||||
Cash flow from operating activities before changes in working capital
|
35
|
|
|
984
|
|
|
(161
|
)
|
|
572
|
|
|
1,405
|
|
|
—
|
|
|
2,835
|
|
|||||||
Working capital
|
781
|
|
|
(228
|
)
|
|
(255
|
)
|
|
(231
|
)
|
|
(62
|
)
|
|
—
|
|
|
5
|
|
|||||||
Net cash provided by (used in) operating activities
|
816
|
|
|
756
|
|
|
(416
|
)
|
|
341
|
|
|
1,343
|
|
|
—
|
|
|
2,840
|
|
|||||||
Purchase of flight equipment
|
—
|
|
|
(1,228
|
)
|
|
—
|
|
|
(1,217
|
)
|
|
(1,591
|
)
|
|
—
|
|
|
(4,036
|
)
|
|||||||
Proceeds from sale or disposal of assets
|
—
|
|
|
759
|
|
|
—
|
|
|
245
|
|
|
819
|
|
|
—
|
|
|
1,823
|
|
|||||||
Prepayments on flight equipment
|
—
|
|
|
(610
|
)
|
|
—
|
|
|
—
|
|
|
(1,303
|
)
|
|
—
|
|
|
(1,913
|
)
|
|||||||
Collections of finance and sales-type leases
|
—
|
|
|
36
|
|
|
—
|
|
|
20
|
|
|
39
|
|
|
—
|
|
|
95
|
|
|||||||
Other
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(22
|
)
|
|
—
|
|
|
(22
|
)
|
|||||||
Net cash used in investing activities
|
—
|
|
|
(1,043
|
)
|
|
—
|
|
|
(952
|
)
|
|
(2,058
|
)
|
|
—
|
|
|
(4,053
|
)
|
|||||||
Issuance of debt
|
—
|
|
|
2,383
|
|
|
510
|
|
|
36
|
|
|
2,661
|
|
|
—
|
|
|
5,590
|
|
|||||||
Repayment of debt
|
—
|
|
|
(2,046
|
)
|
|
(100
|
)
|
|
(17
|
)
|
|
(2,198
|
)
|
|
—
|
|
|
(4,361
|
)
|
|||||||
Debt issuance costs paid
|
—
|
|
|
(21
|
)
|
|
(2
|
)
|
|
(1
|
)
|
|
(34
|
)
|
|
—
|
|
|
(58
|
)
|
|||||||
Maintenance payments received
|
—
|
|
|
245
|
|
|
—
|
|
|
86
|
|
|
412
|
|
|
—
|
|
|
743
|
|
|||||||
Maintenance payments returned
|
—
|
|
|
(161
|
)
|
|
—
|
|
|
(15
|
)
|
|
(283
|
)
|
|
—
|
|
|
(459
|
)
|
|||||||
Security deposits received
|
—
|
|
|
63
|
|
|
—
|
|
|
58
|
|
|
87
|
|
|
—
|
|
|
208
|
|
|||||||
Security deposits returned
|
—
|
|
|
(80
|
)
|
|
—
|
|
|
(39
|
)
|
|
(102
|
)
|
|
—
|
|
|
(221
|
)
|
|||||||
Dividend paid to non-controlling interest holders
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(8
|
)
|
|
—
|
|
|
(8
|
)
|
|||||||
Repurchase of shares and tax withholdings on share-based compensation
|
(834
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(834
|
)
|
|||||||
Net cash (used in) provided by financing activities
|
(834
|
)
|
|
383
|
|
|
408
|
|
|
108
|
|
|
535
|
|
|
—
|
|
|
600
|
|
|||||||
Net (decrease) increase in cash and cash equivalents
|
(18
|
)
|
|
96
|
|
|
(8
|
)
|
|
(503
|
)
|
|
(180
|
)
|
|
—
|
|
|
(613
|
)
|
|||||||
Effect of exchange rate changes
|
—
|
|
|
—
|
|
|
—
|
|
|
4
|
|
|
—
|
|
|
—
|
|
|
4
|
|
|||||||
Cash, cash equivalents and restricted cash at beginning of period
|
21
|
|
|
222
|
|
|
14
|
|
|
1,237
|
|
|
530
|
|
|
—
|
|
|
2,024
|
|
|||||||
Cash, cash equivalents and restricted cash at end of period
|
$
|
3
|
|
|
$
|
318
|
|
|
$
|
6
|
|
|
$
|
738
|
|
|
$
|
350
|
|
|
$
|
—
|
|
|
$
|
1,415
|
|
|
(a)
|
Guarantors consist of AerCap U.S. Global Aviation LLC, AerCap Aviation Solutions B.V., AerCap Ireland Ltd. and ILFC.
|
|
Year Ended December 31, 2017
|
||||||||||||||||||||||||||
|
AerCap
Holdings N.V. |
|
AerCap
Global Aviation Trust |
|
AerCap
Ireland Capital Designated Activity Company |
|
Guarantors(a)
|
|
Non-
Guarantors |
|
Eliminations
|
|
Total
|
||||||||||||||
|
(U.S. Dollars in millions)
|
||||||||||||||||||||||||||
Net income (loss)
|
$
|
1,076
|
|
|
$
|
775
|
|
|
$
|
623
|
|
|
$
|
944
|
|
|
$
|
(349
|
)
|
|
$
|
(1,989
|
)
|
|
$
|
1,080
|
|
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
(Income) loss from subsidiaries
|
(1,118
|
)
|
|
(167
|
)
|
|
(774
|
)
|
|
(831
|
)
|
|
901
|
|
|
1,989
|
|
|
—
|
|
|||||||
Depreciation and amortization
|
—
|
|
|
630
|
|
|
—
|
|
|
87
|
|
|
1,010
|
|
|
—
|
|
|
1,727
|
|
|||||||
Asset impairment
|
—
|
|
|
9
|
|
|
—
|
|
|
3
|
|
|
49
|
|
|
—
|
|
|
61
|
|
|||||||
Amortization of debt issuance costs and debt discount
|
—
|
|
|
14
|
|
|
5
|
|
|
5
|
|
|
41
|
|
|
—
|
|
|
65
|
|
|||||||
Amortization of lease premium
|
—
|
|
|
4
|
|
|
—
|
|
|
—
|
|
|
10
|
|
|
—
|
|
|
14
|
|
|||||||
Amortization of fair value adjustments on debt
|
—
|
|
|
(192
|
)
|
|
—
|
|
|
—
|
|
|
(3
|
)
|
|
—
|
|
|
(195
|
)
|
|||||||
Accretion of fair value adjustments on deposits and maintenance liabilities
|
—
|
|
|
16
|
|
|
—
|
|
|
1
|
|
|
14
|
|
|
—
|
|
|
31
|
|
|||||||
Maintenance rights write-off
|
—
|
|
|
282
|
|
|
—
|
|
|
13
|
|
|
245
|
|
|
—
|
|
|
540
|
|
|||||||
Maintenance liability release to income
|
—
|
|
|
(100
|
)
|
|
—
|
|
|
(23
|
)
|
|
(179
|
)
|
|
—
|
|
|
(302
|
)
|
|||||||
Net gain on sale of assets
|
—
|
|
|
(113
|
)
|
|
—
|
|
|
(20
|
)
|
|
(96
|
)
|
|
—
|
|
|
(229
|
)
|
|||||||
Deferred income taxes
|
(7
|
)
|
|
87
|
|
|
(19
|
)
|
|
35
|
|
|
61
|
|
|
—
|
|
|
157
|
|
|||||||
Restructuring related expenses
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5
|
|
|
—
|
|
|
5
|
|
|||||||
Other
|
62
|
|
|
9
|
|
|
—
|
|
|
45
|
|
|
5
|
|
|
—
|
|
|
121
|
|
|||||||
Cash flow from operating activities before changes in working capital
|
13
|
|
|
1,254
|
|
|
(165
|
)
|
|
259
|
|
|
1,714
|
|
|
—
|
|
|
3,075
|
|
|||||||
Working capital
|
1,143
|
|
|
(163
|
)
|
|
(272
|
)
|
|
693
|
|
|
(1,336
|
)
|
|
—
|
|
|
65
|
|
|||||||
Net cash provided by (used in) operating activities
|
1,156
|
|
|
1,091
|
|
|
(437
|
)
|
|
952
|
|
|
378
|
|
|
—
|
|
|
3,140
|
|
|||||||
Purchase of flight equipment
|
—
|
|
|
(1,685
|
)
|
|
—
|
|
|
(549
|
)
|
|
(1,723
|
)
|
|
—
|
|
|
(3,957
|
)
|
|||||||
Proceeds from sale or disposal of assets
|
—
|
|
|
893
|
|
|
—
|
|
|
137
|
|
|
749
|
|
|
—
|
|
|
1,779
|
|
|||||||
Prepayments on flight equipment
|
—
|
|
|
(936
|
)
|
|
—
|
|
|
—
|
|
|
(332
|
)
|
|
—
|
|
|
(1,268
|
)
|
|||||||
Collections of finance and sales-type leases
|
—
|
|
|
49
|
|
|
—
|
|
|
33
|
|
|
10
|
|
|
—
|
|
|
92
|
|
|||||||
Other
|
—
|
|
|
(36
|
)
|
|
—
|
|
|
—
|
|
|
(2
|
)
|
|
—
|
|
|
(38
|
)
|
|||||||
Net cash used in investing activities
|
—
|
|
|
(1,715
|
)
|
|
—
|
|
|
(379
|
)
|
|
(1,298
|
)
|
|
—
|
|
|
(3,392
|
)
|
|||||||
Issuance of debt
|
—
|
|
|
2,431
|
|
|
400
|
|
|
—
|
|
|
2,765
|
|
|
—
|
|
|
5,596
|
|
|||||||
Repayment of debt
|
—
|
|
|
(2,400
|
)
|
|
—
|
|
|
(317
|
)
|
|
(1,978
|
)
|
|
—
|
|
|
(4,695
|
)
|
|||||||
Debt issuance costs paid
|
—
|
|
|
(28
|
)
|
|
(13
|
)
|
|
(3
|
)
|
|
(37
|
)
|
|
—
|
|
|
(81
|
)
|
|||||||
Maintenance payments received
|
—
|
|
|
251
|
|
|
—
|
|
|
65
|
|
|
440
|
|
|
—
|
|
|
756
|
|
|||||||
Maintenance payments returned
|
—
|
|
|
(216
|
)
|
|
—
|
|
|
(40
|
)
|
|
(267
|
)
|
|
—
|
|
|
(523
|
)
|
|||||||
Security deposits received
|
—
|
|
|
58
|
|
|
—
|
|
|
30
|
|
|
98
|
|
|
—
|
|
|
186
|
|
|||||||
Security deposits returned
|
—
|
|
|
(79
|
)
|
|
—
|
|
|
(11
|
)
|
|
(98
|
)
|
|
—
|
|
|
(188
|
)
|
|||||||
Repurchase of shares and tax withholdings on share-based compensation
|
(1,139
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,139
|
)
|
|||||||
Net cash (used in) provided by financing activities
|
(1,139
|
)
|
|
17
|
|
|
387
|
|
|
(276
|
)
|
|
923
|
|
|
—
|
|
|
(88
|
)
|
|||||||
Net (decrease) increase in cash and cash equivalents
|
17
|
|
|
(607
|
)
|
|
(50
|
)
|
|
297
|
|
|
3
|
|
|
—
|
|
|
(340
|
)
|
|||||||
Cash, cash equivalents and restricted cash at beginning of period
|
4
|
|
|
829
|
|
|
64
|
|
|
940
|
|
|
527
|
|
|
—
|
|
|
2,364
|
|
|||||||
Cash, cash equivalents and restricted cash at end of period
|
$
|
21
|
|
|
$
|
222
|
|
|
$
|
14
|
|
|
$
|
1,237
|
|
|
$
|
530
|
|
|
$
|
—
|
|
|
$
|
2,024
|
|
|
(a)
|
Guarantors consist of AerCap U.S. Global Aviation LLC, AerCap Aviation Solutions B.V., AerCap Ireland Ltd. and ILFC.
|
|
Year Ended December 31, 2016
|
||||||||||||||||||||||||||
|
AerCap
Holdings N.V. |
|
AerCap
Global Aviation Trust |
|
AerCap
Ireland Capital Designated Activity Company |
|
Guarantors(a)
|
|
Non-
Guarantors |
|
Eliminations
|
|
Total
|
||||||||||||||
|
(U.S. Dollars in millions)
|
||||||||||||||||||||||||||
Net income (loss)
|
$
|
1,047
|
|
|
$
|
919
|
|
|
$
|
757
|
|
|
$
|
842
|
|
|
$
|
(441
|
)
|
|
$
|
(2,084
|
)
|
|
$
|
1,040
|
|
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
(Income) loss from subsidiaries
|
(1,094
|
)
|
|
(237
|
)
|
|
(919
|
)
|
|
(701
|
)
|
|
867
|
|
|
2,084
|
|
|
—
|
|
|||||||
Depreciation and amortization
|
—
|
|
|
770
|
|
|
—
|
|
|
72
|
|
|
949
|
|
|
—
|
|
|
1,791
|
|
|||||||
Asset impairment
|
—
|
|
|
32
|
|
|
—
|
|
|
—
|
|
|
50
|
|
|
—
|
|
|
82
|
|
|||||||
Amortization of debt issuance costs and debt discount
|
—
|
|
|
13
|
|
|
5
|
|
|
4
|
|
|
34
|
|
|
—
|
|
|
56
|
|
|||||||
Amortization of lease premium
|
—
|
|
|
7
|
|
|
—
|
|
|
—
|
|
|
13
|
|
|
—
|
|
|
20
|
|
|||||||
Amortization of fair value adjustments on debt
|
—
|
|
|
(330
|
)
|
|
—
|
|
|
—
|
|
|
(6
|
)
|
|
—
|
|
|
(336
|
)
|
|||||||
Accretion of fair value adjustments on deposits and maintenance liabilities
|
—
|
|
|
33
|
|
|
—
|
|
|
2
|
|
|
20
|
|
|
—
|
|
|
55
|
|
|||||||
Maintenance rights write-off
|
—
|
|
|
395
|
|
|
—
|
|
|
22
|
|
|
235
|
|
|
—
|
|
|
652
|
|
|||||||
Maintenance liability release to income
|
—
|
|
|
(206
|
)
|
|
—
|
|
|
(19
|
)
|
|
(196
|
)
|
|
—
|
|
|
(421
|
)
|
|||||||
Net gain on sale of assets
|
—
|
|
|
(33
|
)
|
|
—
|
|
|
(6
|
)
|
|
(100
|
)
|
|
—
|
|
|
(139
|
)
|
|||||||
Deferred income taxes
|
(7
|
)
|
|
98
|
|
|
(22
|
)
|
|
28
|
|
|
64
|
|
|
—
|
|
|
161
|
|
|||||||
Restructuring related expenses
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
34
|
|
|
—
|
|
|
34
|
|
|||||||
Other
|
63
|
|
|
13
|
|
|
—
|
|
|
(7
|
)
|
|
53
|
|
|
—
|
|
|
122
|
|
|||||||
Cash flow from operating activities before changes in working capital
|
9
|
|
|
1,474
|
|
|
(179
|
)
|
|
237
|
|
|
1,576
|
|
|
—
|
|
|
3,117
|
|
|||||||
Working capital
|
1,002
|
|
|
911
|
|
|
181
|
|
|
(545
|
)
|
|
(1,285
|
)
|
|
—
|
|
|
264
|
|
|||||||
Net cash provided by (used in) operating activities
|
1,011
|
|
|
2,385
|
|
|
2
|
|
|
(308
|
)
|
|
291
|
|
|
—
|
|
|
3,381
|
|
|||||||
Purchase of flight equipment
|
—
|
|
|
(594
|
)
|
|
—
|
|
|
(298
|
)
|
|
(2,001
|
)
|
|
—
|
|
|
(2,893
|
)
|
|||||||
Proceeds from sale or disposal of assets
|
—
|
|
|
998
|
|
|
—
|
|
|
158
|
|
|
1,211
|
|
|
—
|
|
|
2,367
|
|
|||||||
Prepayments on flight equipment
|
—
|
|
|
(937
|
)
|
|
—
|
|
|
(9
|
)
|
|
(1
|
)
|
|
—
|
|
|
(947
|
)
|
|||||||
Collections of finance and sales-type leases
|
—
|
|
|
26
|
|
|
—
|
|
|
22
|
|
|
26
|
|
|
—
|
|
|
74
|
|
|||||||
Other
|
—
|
|
|
—
|
|
|
—
|
|
|
(22
|
)
|
|
—
|
|
|
—
|
|
|
(22
|
)
|
|||||||
Net cash used in investing activities
|
—
|
|
|
(507
|
)
|
|
—
|
|
|
(149
|
)
|
|
(765
|
)
|
|
—
|
|
|
(1,421
|
)
|
|||||||
Issuance of debt
|
—
|
|
|
1,012
|
|
|
35
|
|
|
—
|
|
|
2,595
|
|
|
—
|
|
|
3,642
|
|
|||||||
Repayment of debt
|
—
|
|
|
(2,825
|
)
|
|
(35
|
)
|
|
(8
|
)
|
|
(2,346
|
)
|
|
—
|
|
|
(5,214
|
)
|
|||||||
Debt issuance costs paid
|
—
|
|
|
(9
|
)
|
|
—
|
|
|
(2
|
)
|
|
(24
|
)
|
|
—
|
|
|
(35
|
)
|
|||||||
Maintenance payments received
|
—
|
|
|
292
|
|
|
—
|
|
|
39
|
|
|
465
|
|
|
—
|
|
|
796
|
|
|||||||
Maintenance payments returned
|
—
|
|
|
(234
|
)
|
|
—
|
|
|
(30
|
)
|
|
(241
|
)
|
|
—
|
|
|
(505
|
)
|
|||||||
Security deposits received
|
—
|
|
|
57
|
|
|
—
|
|
|
25
|
|
|
120
|
|
|
—
|
|
|
202
|
|
|||||||
Security deposits returned
|
—
|
|
|
(111
|
)
|
|
—
|
|
|
(10
|
)
|
|
(150
|
)
|
|
—
|
|
|
(271
|
)
|
|||||||
Dividend paid to non-controlling interest holders
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(11
|
)
|
|
—
|
|
|
(11
|
)
|
|||||||
Repurchase of shares and tax withholdings on share-based compensation
|
(1,021
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,021
|
)
|
|||||||
Net cash (used in) provided by financing activities
|
(1,021
|
)
|
|
(1,818
|
)
|
|
—
|
|
|
14
|
|
|
408
|
|
|
—
|
|
|
(2,417
|
)
|
|||||||
Net increase (decrease) in cash and cash equivalents
|
(10
|
)
|
|
60
|
|
|
2
|
|
|
(443
|
)
|
|
(66
|
)
|
|
—
|
|
|
(457
|
)
|
|||||||
Effect of exchange rate changes
|
—
|
|
|
—
|
|
|
—
|
|
|
(1
|
)
|
|
—
|
|
|
—
|
|
|
(1
|
)
|
|||||||
Cash and cash equivalents at beginning of period
|
14
|
|
|
769
|
|
|
62
|
|
|
1,384
|
|
|
593
|
|
|
—
|
|
|
2,822
|
|
|||||||
Cash, cash equivalents and restricted cash at end of period
|
$
|
4
|
|
|
$
|
829
|
|
|
$
|
64
|
|
|
$
|
940
|
|
|
$
|
527
|
|
|
$
|
—
|
|
|
$
|
2,364
|
|
|
(a)
|
Guarantors consist of AerCap U.S. Global Aviation LLC, AerCap Aviation Solutions B.V., AerCap Ireland Ltd. and ILFC.
|
Consolidated
|
|
|
ILFC Aruba A.V.V.
|
|
Aruba
|
ILFC Australia Holdings Pty. Ltd.
|
|
Australia
|
ILFC Australia Pty. Ltd.
|
|
Australia
|
Wombat 3495 Leasing Pty Ltd
|
|
Australia
|
Wombat 3547 Leasing Pty Ltd
|
|
Australia
|
Wombat 3668 Leasing Pty Ltd
|
|
Australia
|
Wombat V Leasing Pty Ltd
|
|
Australia
|
AerCap Holdings (Bermuda) Limited
|
|
Bermuda
|
AerCap International Bermuda Limited
|
|
Bermuda
|
AerCap Leasing 3034 (Bermuda) Limited
|
|
Bermuda
|
AerCap Leasing MSN 2413 (Bermuda) Limited
|
|
Bermuda
|
AerFunding 1 Limited
|
|
Bermuda
|
AerFunding Bermuda Leasing Limited
|
|
Bermuda
|
Aircraft Lease Securitisation II Limited
|
|
Bermuda
|
Aquarius Aircraft Leasing Limited
|
|
Bermuda
|
Ararat Aircraft Leasing Limited
|
|
Bermuda
|
Belmar Bermuda Leasing Limited
|
|
Bermuda
|
CloudFunding III Limited
|
|
Bermuda
|
Copperstream Aircraft Leasing Limited
|
|
Bermuda
|
Flotlease 973 (Bermuda) Limited
|
|
Bermuda
|
Flying Fortress Bermuda Leasing Ltd.
|
|
Bermuda
|
Genesis Portfolio Funding I Limited
|
|
Bermuda
|
GLS Atlantic Alpha Limited
|
|
Bermuda
|
Goldstream Aircraft Leasing Limited
|
|
Bermuda
|
ILFC (Bermuda) 5, Ltd.
|
|
Bermuda
|
ILFC (Bermuda) III, Ltd.
|
|
Bermuda
|
International Lease Finance Corporation, Limited
|
|
Bermuda
|
Lare Leasing Limited
|
|
Bermuda
|
LC (BERMUDA) NO 2 L.P.
|
|
Bermuda
|
LC (BERMUDA) NO. 2 LTD
|
|
Bermuda
|
Poseidon Leasing (Bermuda) Limited
|
|
Bermuda
|
Roselawn Leasing Limited
|
|
Bermuda
|
Ross Leasing Limited
|
|
Bermuda
|
Sierra Leasing Limited
|
|
Bermuda
|
Silverstream Aircraft Leasing Limited
|
|
Bermuda
|
Skylease Bermuda Limited
|
|
Bermuda
|
Wahaflot Leasing 3699 (Bermuda) Limited
|
|
Bermuda
|
Westpark 1 Aircraft Leasing Limited
|
|
Bermuda
|
Whitestream Aircraft Leasing Limited
|
|
Bermuda
|
Whitney Leasing Limited
|
|
Bermuda
|
|
AerCap Aircraft Purchase Limited
|
|
Cayman Islands
|
AerCap HK-320-A Limited
|
|
Cayman Islands
|
AerCap HK-320-B Limited
|
|
Cayman Islands
|
AerCap HK-320-C Limited
|
|
Cayman Islands
|
ILFC Cayman Limited
|
|
Cayman Islands
|
Eaststar Limited
|
|
China
|
North Star Company Limited
|
|
China
|
Southstar Limited
|
|
China
|
Sunstar Limited
|
|
China
|
Calais Location S.A.R.L.
|
|
France
|
Grenoble Location S.A.R.L.
|
|
France
|
ILFC France S.A.R.L.
|
|
France
|
Mulhouse Location S.A.R.L.
|
|
France
|
Nancy Location S.A.R.L.
|
|
France
|
Strasbourg Location S.A.R.L.
|
|
France
|
Whitney France Leasing S.A.R.L.
|
|
France
|
Aerborne Funding II Limited
|
|
Ireland
|
AerBorne Funding Limited
|
|
Ireland
|
AerCap A330 Holdings Limited
|
|
Ireland
|
AerCap Administrative Services Limited
|
|
Ireland
|
AerCap Aircraft 73B-30661 Limited
|
|
Ireland
|
AerCap Aircraft 73B-32841 Limited
|
|
Ireland
|
AerCap Aircraft 77B-32717 Limited
|
|
Ireland
|
AerCap Asset Finance Limited
|
|
Ireland
|
AerCap Cash Manager Limited
|
|
Ireland
|
AerCap Celtavia 4 Limited
|
|
Ireland
|
AerCap Engine Leasing Limited
|
|
Ireland
|
AerCap Finance Limited
|
|
Ireland
|
AerCap Financial Services (Ireland) Limited
|
|
Ireland
|
AerCap Holding & Finance Limited
|
|
Ireland
|
AerCap Ireland Asset Investment 1 Limited
|
|
Ireland
|
AerCap Ireland Asset Investment 2 Limited
|
|
Ireland
|
AerCap Ireland Capital Designated Activity Company
|
|
Ireland
|
AerCap Ireland Funding 1 Limited
|
|
Ireland
|
AerCap Ireland Limited
|
|
Ireland
|
AerCap Irish Aircraft Leasing 2 Limited
|
|
Ireland
|
AerCap Leasing 3034 Limited
|
|
Ireland
|
AerCap Leasing 8 Limited
|
|
Ireland
|
AerCap Leasing 946 Limited
|
|
Ireland
|
AerCap Partners 2 Holding Limited
|
|
Ireland
|
AerCap Partners 2 Limited
|
|
Ireland
|
AerCap Partners 3 Holding Limited
|
|
Ireland
|
AerCap Partners 767 Holdings Limited
|
|
Ireland
|
AerCap Partners 767 Limited
|
|
Ireland
|
AerCap Partners I Holding Limited
|
|
Ireland
|
|
AerCap Partners I Limited
|
|
Ireland
|
AerFi Group Limited
|
|
Ireland
|
AerVenture Export Leasing Limited
|
|
Ireland
|
AerVenture Limited
|
|
Ireland
|
Aircraft Portfolio Holding Company Limited
|
|
Ireland
|
Aircraft Portfolio Holding Company No. 2 Limited
|
|
Ireland
|
Andes Aircraft Leasing Limited
|
|
Ireland
|
Andromeda Aircraft Leasing Limited
|
|
Ireland
|
Annamite Aircraft Leasing Limited
|
|
Ireland
|
Arfaj Aircraft Leasing Limited
|
|
Ireland
|
Artemis (Delos) Limited
|
|
Ireland
|
Artemis Aircraft 32A-3309 Limited
|
|
Ireland
|
Artemis Aircraft 32A-3385 (Ireland) Limited
|
|
Ireland
|
Artemis Aircraft 32A-3388 (Ireland) Limited
|
|
Ireland
|
Artemis Aircraft 77B-32725 Limited
|
|
Ireland
|
Artemis Ireland Leasing Limited
|
|
Ireland
|
Ballymoon Aircraft Solutions Limited
|
|
Ireland
|
Ballysky Aircraft Ireland Limited
|
|
Ireland
|
Ballystar Aircraft Solutions Limited
|
|
Ireland
|
BlowfishFunding Limited
|
|
Ireland
|
Burgundy Aircraft Leasing Limited
|
|
Ireland
|
Calliope Limited
|
|
Ireland
|
Camden Aircraft Leasing Limited
|
|
Ireland
|
Cash Manager Limited
|
|
Ireland
|
Castletroy Leasing Limited
|
|
Ireland
|
CelestialFunding Limited
|
|
Ireland
|
Celtago Funding Limited
|
|
Ireland
|
Celtago II Funding Limited
|
|
Ireland
|
Cesium Funding Limited
|
|
Ireland
|
Charleville Aircraft Leasing Limited
|
|
Ireland
|
CieloFunding Holdings Limited
|
|
Ireland
|
CieloFunding II Limited
|
|
Ireland
|
CieloFunding Limited
|
|
Ireland
|
Clarity Leasing Limited
|
|
Ireland
|
CloudFunding II Limited
|
|
Ireland
|
CloudFunding Limited
|
|
Ireland
|
CuttlefishFunding Limited
|
|
Ireland
|
Danang Aircraft Leasing Limited
|
|
Ireland
|
Danang Aircraft Leasing No. 2 Limited
|
|
Ireland
|
DartfishFunding Designated Activity Company
|
|
Ireland
|
Delos Aircraft 76B-29387 Designated Activity Company
|
|
Ireland
|
Delos Aircraft Limited
|
|
Ireland
|
Eden Aircraft Holding No. 2 Limited
|
|
Ireland
|
Electra Funding Ireland Limited
|
|
Ireland
|
Eris Aircraft Limited
|
|
Ireland
|
|
Excalibur Aircraft Leasing Limited
|
|
Ireland
|
Fansipan Aircraft Leasing Limited
|
|
Ireland
|
FirefishFunding Limited
|
|
Ireland
|
Flotlease MSN 3699 Limited
|
|
Ireland
|
Flotlease MSN 973 Limited
|
|
Ireland
|
FlyFunding Limited
|
|
Ireland
|
Flying Fortress Ireland Leasing Limited
|
|
Ireland
|
Fortress Aircraft 32A-2730 Limited
|
|
Ireland
|
Fortress Aircraft 33A-0366 Limited
|
|
Ireland
|
Fortress Aircraft 76B-29383 Designated Activity Company
|
|
Ireland
|
Fortress Aircraft 78B-38761 Limited
|
|
Ireland
|
Fortress Ireland Leasing Limited
|
|
Ireland
|
Geministream Aircraft Leasing Limited
|
|
Ireland
|
Gladius Funding Limited
|
|
Ireland
|
Glide Aircraft 35A-29 Ltd
|
|
Ireland
|
Glide Aircraft 73B-41815 Limited
|
|
Ireland
|
Glide Aircraft 78B-38765 Limited
|
|
Ireland
|
Glide Funding Limited
|
|
Ireland
|
Goldfish Funding Limited
|
|
Ireland
|
Gunung Leasing Limited
|
|
Ireland
|
Harmonic Aircraft Leasing Limited
|
|
Ireland
|
Hyperion Aircraft Financing Limited
|
|
Ireland
|
Hyperion Aircraft Limited
|
|
Ireland
|
ILFC Aircraft 32A-1808 Limited
|
|
Ireland
|
ILFC Aircraft 32A-1884 Limited
|
|
Ireland
|
ILFC Aircraft 32A-1901 Limited
|
|
Ireland
|
ILFC Aircraft 32A-1905 Limited
|
|
Ireland
|
ILFC Aircraft 32A-2064 Limited
|
|
Ireland
|
ILFC Aircraft 32A-2076 Limited
|
|
Ireland
|
ILFC Aircraft 32A-2279 Limited
|
|
Ireland
|
ILFC Aircraft 32A-2707 Limited
|
|
Ireland
|
ILFC Aircraft 32A-2726 Limited
|
|
Ireland
|
ILFC Aircraft 32A-2797 Limited
|
|
Ireland
|
ILFC Aircraft 32A-3065 Limited
|
|
Ireland
|
ILFC Aircraft 32A-3070 Limited
|
|
Ireland
|
ILFC Aircraft 32A-3114 Limited
|
|
Ireland
|
ILFC Aircraft 32A-3116 Limited
|
|
Ireland
|
ILFC Aircraft 32A-3124 Limited
|
|
Ireland
|
ILFC Aircraft 32A-4619 Limited
|
|
Ireland
|
ILFC Aircraft 32A-591 Limited
|
|
Ireland
|
ILFC Aircraft 32A-666 Limited
|
|
Ireland
|
ILFC Aircraft 33A-1284 Limited
|
|
Ireland
|
ILFC Aircraft 33A-253 Limited
|
|
Ireland
|
ILFC Aircraft 33A-272 Limited
|
|
Ireland
|
ILFC Aircraft 33A-432 Limited
|
|
Ireland
|
|
ILFC Aircraft 33A-444 Limited
|
|
Ireland
|
ILFC Aircraft 33A-454 Limited
|
|
Ireland
|
ILFC Aircraft 33A-469 Limited
|
|
Ireland
|
ILFC Aircraft 33A-822 Limited
|
|
Ireland
|
ILFC Aircraft 33A-911 Limited
|
|
Ireland
|
ILFC Aircraft 73B-29344 Limited
|
|
Ireland
|
ILFC Aircraft 73B-29368 Limited
|
|
Ireland
|
ILFC Aircraft 73B-29369 Limited
|
|
Ireland
|
ILFC Aircraft 73B-30658 Limited
|
|
Ireland
|
ILFC Aircraft 73B-30665 Limited
|
|
Ireland
|
ILFC Aircraft 73B-30667 Limited
|
|
Ireland
|
ILFC Aircraft 73B-30669 Limited
|
|
Ireland
|
ILFC Aircraft 73B-30672 Limited
|
|
Ireland
|
ILFC Aircraft 73B-30673 Limited
|
|
Ireland
|
ILFC Aircraft 73B-30694 Limited
|
|
Ireland
|
ILFC Aircraft 73B-30695 Limited
|
|
Ireland
|
ILFC Aircraft 73B-30696 Limited
|
|
Ireland
|
ILFC Aircraft 73B-30701 Limited
|
|
Ireland
|
ILFC Aircraft 73B-35275 Limited
|
|
Ireland
|
ILFC Aircraft 73B-38828 Limited
|
|
Ireland
|
ILFC Aircraft 73B-41784 Limited
|
|
Ireland
|
ILFC Aircraft 73B-41785 Limited
|
|
Ireland
|
ILFC Aircraft 73B-41789 Limited
|
|
Ireland
|
ILFC Aircraft 73B-41790 Limited
|
|
Ireland
|
ILFC Aircraft 73B-41791 Limited
|
|
Ireland
|
ILFC Aircraft 73B-41792 Limited
|
|
Ireland
|
ILFC Aircraft 73B-41793 Limited
|
|
Ireland
|
ILFC Aircraft 73B-41795 Limited
|
|
Ireland
|
ILFC Aircraft 73B-41802 Limited
|
|
Ireland
|
ILFC Aircraft 73B-41803 Limited
|
|
Ireland
|
ILFC Aircraft 75B-26330 Limited
|
|
Ireland
|
ILFC Aircraft 75B-27208 Designated Activity Company
|
|
Ireland
|
ILFC Aircraft 75B-29381 Limited
|
|
Ireland
|
ILFC Aircraft 76B-27610 Limited
|
|
Ireland
|
ILFC Aircraft 76B-27616 Limited
|
|
Ireland
|
ILFC Aircraft 76B-27958 Limited
|
|
Ireland
|
ILFC Aircraft 76B-28111 Limited
|
|
Ireland
|
ILFC Aircraft 76B-28207 Limited
|
|
Ireland
|
ILFC Aircraft 76B-29435 Limited
|
|
Ireland
|
ILFC Aircraft 77B-29908 Limited
|
|
Ireland
|
ILFC Aircraft 78B-38785 Limited
|
|
Ireland
|
ILFC Ireland 2 Limited
|
|
Ireland
|
ILFC Ireland 3 Limited
|
|
Ireland
|
ILFC Ireland Leasing Limited
|
|
Ireland
|
ILFC Ireland Limited
|
|
Ireland
|
|
Iridium Funding Limited
|
|
Ireland
|
Jade Aircraft Leasing Limited
|
|
Ireland
|
Jasmine Aircraft Leasing Limited
|
|
Ireland
|
Jasper Aircraft Leasing Limited
|
|
Ireland
|
Leostream Aircraft Leasing Limited
|
|
Ireland
|
Librastream Aircraft Leasing Limited
|
|
Ireland
|
Limelight Funding Limited
|
|
Ireland
|
Lishui Aircraft Leasing Limited
|
|
Ireland
|
Mainstream Aircraft Leasing Limited
|
|
Ireland
|
Melodic Aircraft Leasing Limited
|
|
Ireland
|
Menelaus I Limited
|
|
Ireland
|
Menelaus II Designated Activity Company
|
|
Ireland
|
Menelaus III Limited
|
|
Ireland
|
Menelaus IV Limited
|
|
Ireland
|
Menelaus V Limited
|
|
Ireland
|
Menelaus VI Limited
|
|
Ireland
|
Menelaus VII Limited
|
|
Ireland
|
Menelaus VIII Limited
|
|
Ireland
|
Mentes I Ireland Leasing Limited
|
|
Ireland
|
Mentes II Ireland Leasing Limited
|
|
Ireland
|
Mentes III Ireland Leasing Limited
|
|
Ireland
|
Mentes IV Ireland Leasing Limited
|
|
Ireland
|
Mentes V Ireland Leasing Limited
|
|
Ireland
|
Mentes VI Ireland Leasing Limited
|
|
Ireland
|
Mentes VII Ireland Leasing Limited
|
|
Ireland
|
Monophonic Aircraft Leasing Limited
|
|
Ireland
|
Moonlight Aircraft Leasing (Ireland) Limited
|
|
Ireland
|
NimbusFunding Limited
|
|
Ireland
|
Pearl Funding Limited
|
|
Ireland
|
Philharmonic Aircraft Leasing Limited
|
|
Ireland
|
Platinum Aircraft Leasing Limited
|
|
Ireland
|
Polyphonic Aircraft Leasing Limited
|
|
Ireland
|
Quadrant MSN 5719 Limited
|
|
Ireland
|
Quadrant MSN 5802 Limited
|
|
Ireland
|
Quadrant MSN 5869 Limited
|
|
Ireland
|
Quiescent Holdings Limited
|
|
Ireland
|
RainbowFunding Limited
|
|
Ireland
|
Riggs Leasing Limited
|
|
Ireland
|
Rouge Aircraft Leasing Limited
|
|
Ireland
|
Scandium Funding Limited
|
|
Ireland
|
Scarlet Aircraft Leasing Limited
|
|
Ireland
|
Serranus Funding Limited
|
|
Ireland
|
Shrewsbury Aircraft Leasing Limited
|
|
Ireland
|
SkyFunding II Holdings Limited
|
|
Ireland
|
SkyFunding II Limited
|
|
Ireland
|
|
SkyFunding Leasing 1 Limited
|
|
Ireland
|
SkyFunding Limited
|
|
Ireland
|
Skylease MSN (3365) Limited
|
|
Ireland
|
Skylease MSN (3392) Limited
|
|
Ireland
|
Skylease MSN 3545 Limited
|
|
Ireland
|
Skylease MSN 3564 Limited
|
|
Ireland
|
Skylease MSN 3574 Limited
|
|
Ireland
|
Skylease MSN 3711 Limited
|
|
Ireland
|
Skylease MSN 3778 Limited
|
|
Ireland
|
Skylease MSN 3825 Limited
|
|
Ireland
|
Skylease MSN 3859 Limited
|
|
Ireland
|
Skylease MSN 4168 Limited
|
|
Ireland
|
Skylease MSN 4241 Limited
|
|
Ireland
|
Skylease MSN 4254 Limited
|
|
Ireland
|
Skylease MSN 4267 Limited
|
|
Ireland
|
Skyscape Limited
|
|
Ireland
|
SoraFunding Limited
|
|
Ireland
|
StratocumulusFunding Limited
|
|
Ireland
|
StratusFunding Limited
|
|
Ireland
|
Streamline Aircraft Leasing Limited
|
|
Ireland
|
Sunflower Aircraft Leasing Limited
|
|
Ireland
|
Symphonic Aircraft Leasing Limited
|
|
Ireland
|
Synchronic Aircraft Leasing Limited
|
|
Ireland
|
Temescal Aircraft 32A-2383 Limited
|
|
Ireland
|
Temescal Aircraft 33A-0758 Limited
|
|
Ireland
|
TetraFunding Limited
|
|
Ireland
|
Transversal Aircraft Holdings Limited
|
|
Ireland
|
Transversal Aircraft Leasing Limited
|
|
Ireland
|
Triple Eight Aircraft Holdings Limited
|
|
Ireland
|
Triple Eight Aircraft Leasing Limited
|
|
Ireland
|
Verde Aircraft Finance Limited
|
|
Ireland
|
Verde Aircraft Investment Limited
|
|
Ireland
|
Virgostream Aircraft Leasing Limited
|
|
Ireland
|
Whitney Ireland Leasing Limited
|
|
Ireland
|
XLease MSN 3008 Limited
|
|
Ireland
|
XLease MSN 3420 Limited
|
|
Ireland
|
Acorn Aviation Limited
|
|
Isle of Man
|
AerCap Holding (IOM) Limited
|
|
Isle of Man
|
AerCap International (Isle of Man) Limited
|
|
Isle of Man
|
AerCap IOM 2 Limited
|
|
Isle of Man
|
AerCap Note Purchaser (IOM) Limited
|
|
Isle of Man
|
CRESCENT AVIATION LIMITED
|
|
Isle of Man
|
Stallion Aviation Limited
|
|
Isle of Man
|
AerCap Jet Limited
|
|
Jersey
|
Delos Finance S.a.r.l.
|
|
Luxembourg
|
|
ILFC Labuan ECA Ltd.
|
|
Malaysia
|
ILFC Labuan Ltd.
|
|
Malaysia
|
AerCap A330 Holdings B.V.
|
|
Netherlands
|
AerCap AerVenture Holding B.V.
|
|
Netherlands
|
AerCap Aircraft 73B-30645 B.V.
|
|
Netherlands
|
AerCap Aviation Solutions B.V.
|
|
Netherlands
|
AerCap B.V.
|
|
Netherlands
|
AerCap Dutch Aircraft Leasing I B.V.
|
|
Netherlands
|
AerCap Dutch Aircraft Leasing IV B.V.
|
|
Netherlands
|
AerCap Dutch Aircraft Leasing VII B.V.
|
|
Netherlands
|
AerCap Dutch Global Aviation B.V.
|
|
Netherlands
|
AerCap Group Services B.V.
|
|
Netherlands
|
AerCap International B.V.
|
|
Netherlands
|
AerCap Leasing XIII B.V.
|
|
Netherlands
|
AerCap Leasing XXX B.V.
|
|
Netherlands
|
AerCap Netherlands B.V.
|
|
Netherlands
|
Annamite Aircraft Leasing B.V.
|
|
Netherlands
|
BlowfishFunding B.V.
|
|
Netherlands
|
Clearstream Aircraft Leasing B.V.
|
|
Netherlands
|
FodiatorFunding B.V.
|
|
Netherlands
|
Goldfish Funding B.V.
|
|
Netherlands
|
Harmony Funding B.V.
|
|
Netherlands
|
Harmony Funding Holdings B.V.
|
|
Netherlands
|
ILFC Aviation Services (Europe) B.V.
|
|
Netherlands
|
NimbusFunding B.V.
|
|
Netherlands
|
Sapa Aircraft Leasing B.V.
|
|
Netherlands
|
StratocumulusFunding B.V.
|
|
Netherlands
|
Worldwide Aircraft Leasing B.V.
|
|
Netherlands
|
AerCap Singapore Pte. Ltd.
|
|
Singapore
|
AeroTurbine Asia Pte. Ltd.
|
|
Singapore
|
ILFC Singapore Pte. Ltd.
|
|
Singapore
|
32904 Sverige AB
|
|
Sweden
|
AerFi Sverige AB
|
|
Sweden
|
International Lease Finance Corporation (Sweden) AB
|
|
Sweden
|
AerCap UK Limited
|
|
United Kingdom
|
AeroTurbine Europe Limited
|
|
United Kingdom
|
Aircraft 32A-3424 Limited
|
|
United Kingdom
|
Aircraft 32A-3454 Limited
|
|
United Kingdom
|
Archytas Aviation Limited
|
|
United Kingdom
|
ILFC UK Limited
|
|
United Kingdom
|
Temescal UK Limited
|
|
United Kingdom
|
Whitney UK Leasing Limited
|
|
United Kingdom
|
AerCap Global Aviation Trust
|
|
United States
|
AerCap Group Services, Inc
|
|
United States
|
AerCap Hangar 52, Inc.
|
|
United States
|
|
AerCap Leasing USA I, Inc.
|
|
United States
|
AerCap Leasing USA II, Inc.
|
|
United States
|
AerCap U.S. Global Aviation LLC
|
|
United States
|
AerCap, Inc.
|
|
United States
|
AeroTurbine, LLC
|
|
United States
|
Aircraft 32A-1658 Inc.
|
|
United States
|
Aircraft 32A-1695 Inc.
|
|
United States
|
Aircraft 32A-1905 Inc.
|
|
United States
|
Aircraft 32A-1946 Inc.
|
|
United States
|
Aircraft 32A-2024 Inc.
|
|
United States
|
Aircraft 32A-2594 Inc.
|
|
United States
|
Aircraft 32A-2731 Inc.
|
|
United States
|
Aircraft 32A-585 Inc.
|
|
United States
|
Aircraft 32A-645 Inc.
|
|
United States
|
Aircraft 32A-726 Inc.
|
|
United States
|
Aircraft 32A-760 Inc.
|
|
United States
|
Aircraft 32A-775 Inc.
|
|
United States
|
Aircraft 32A-782 Inc.
|
|
United States
|
Aircraft 32A-987 Inc.
|
|
United States
|
Aircraft 32A-993, Inc.
|
|
United States
|
Aircraft 33A-132, Inc.
|
|
United States
|
Aircraft 33A-358 Inc.
|
|
United States
|
Aircraft 34A-152 Inc.
|
|
United States
|
Aircraft 34A-216 Inc.
|
|
United States
|
Aircraft 34A-395 Inc.
|
|
United States
|
Aircraft 34A-48 Inc.
|
|
United States
|
Aircraft 34A-93 Inc.
|
|
United States
|
Aircraft 73B-26315 Inc.
|
|
United States
|
Aircraft 73B-26317 Inc.
|
|
United States
|
Aircraft 73B-28249 Inc.
|
|
United States
|
Aircraft 73B-28252 Inc.
|
|
United States
|
Aircraft 73B-30036 Inc.
|
|
United States
|
Aircraft 73B-30646 Inc.
|
|
United States
|
Aircraft 73B-30661 Inc.
|
|
United States
|
Aircraft 73B-30671 Inc.
|
|
United States
|
Aircraft 73B-30730 Inc.
|
|
United States
|
Aircraft 73B-32796 Inc.
|
|
United States
|
Aircraft 73B-32841 Inc.
|
|
United States
|
Aircraft 73B-38821 Inc.
|
|
United States
|
Aircraft 73B-41794 Inc.
|
|
United States
|
Aircraft 73B-41796 Inc.
|
|
United States
|
Aircraft 73B-41806 Inc.
|
|
United States
|
Aircraft 73B-41815 Inc.
|
|
United States
|
Aircraft 74B-27602 Inc.
|
|
United States
|
Aircraft 75B-28834 Inc.
|
|
United States
|
|
Aircraft 75B-28836 Inc.
|
|
United States
|
Aircraft 76B-26261 Inc.
|
|
United States
|
Aircraft 76B-26327 Inc.
|
|
United States
|
Aircraft 76B-26329 Inc.
|
|
United States
|
Aircraft 76B-27597 Inc.
|
|
United States
|
Aircraft 76B-27600 Inc.
|
|
United States
|
Aircraft 76B-27613 Inc.
|
|
United States
|
Aircraft 76B-27615 Inc.
|
|
United States
|
Aircraft 76B-28132 Inc.
|
|
United States
|
Aircraft 76B-28206 Inc.
|
|
United States
|
Aircraft 77B-29404 Inc.
|
|
United States
|
Aircraft 77B-29908 Inc.
|
|
United States
|
Aircraft 77B-32717 Inc.
|
|
United States
|
Aircraft 77B-32723 Inc.
|
|
United States
|
Aircraft A330 143 Inc.
|
|
United States
|
Aircraft A330 72 Inc.
|
|
United States
|
Aircraft A330 98 Inc.
|
|
United States
|
Aircraft Andros Inc.
|
|
United States
|
Aircraft B757 29377 Inc.
|
|
United States
|
Aircraft B757 29382 Inc.
|
|
United States
|
Aircraft B767 29388 Inc.
|
|
United States
|
Aircraft Lotus Inc.
|
|
United States
|
Aircraft SPC-12, LLC
|
|
United States
|
Aircraft SPC-14, Inc.
|
|
United States
|
Aircraft SPC-3, Inc.
|
|
United States
|
Aircraft SPC-4, Inc.
|
|
United States
|
Aircraft SPC-8, Inc.
|
|
United States
|
Aircraft SPC-9, LLC
|
|
United States
|
Apollo Aircraft Inc.
|
|
United States
|
Artemis US Inc.
|
|
United States
|
Brokat Leasing, LLC
|
|
United States
|
CABREA, Inc.
|
|
United States
|
Camden Aircraft Leasing Trust
|
|
United States
|
Charmlee Aircraft Inc.
|
|
United States
|
Cloudbreak Aircraft Leasing Inc.
|
|
United States
|
Delos Aircraft Inc.
|
|
United States
|
Doheny Investment Holding Trust
|
|
United States
|
Euclid Aircraft, Inc.
|
|
United States
|
Fleet Solutions Holdings LLC
|
|
United States
|
Flying Fortress Financing, LLC
|
|
United States
|
Flying Fortress Holdings, LLC
|
|
United States
|
Flying Fortress Investments, LLC
|
|
United States
|
Flying Fortress US Leasing Inc.
|
|
United States
|
Grand Staircase Aircraft, LLC
|
|
United States
|
Hyperion Aircraft Financing Inc.
|
|
United States
|
|
Hyperion Aircraft Inc.
|
|
United States
|
ILFC Aviation Consulting, Inc.
|
|
United States
|
ILFC Dover, Inc.
|
|
United States
|
ILFC Volare, Inc.
|
|
United States
|
Interlease Aircraft Trading Corporation
|
|
United States
|
Interlease Management Corporation
|
|
United States
|
International Lease Finance Corporation
|
|
United States
|
Klementine Holdings, Inc.
|
|
United States
|
Maiden Leasing, LLC
|
|
United States
|
Park Topanga Aircraft, LLC
|
|
United States
|
Pelican 35302, Inc.
|
|
United States
|
Romandy Triple Sept LLC
|
|
United States
|
Temescal Aircraft, LLC
|
|
United States
|
Top Aircraft, Inc.
|
|
United States
|
Whitney US Leasing, Inc.
|
|
United States
|
Participations
|
|
|
AerDragon Aviation Partners Limited and Subsidiaries (16.7%)
|
|
Ireland
|
Peregrine Aviation Company Limited and Subsidiaries (9.5%)
|
|
Ireland
|
AerLift Leasing Limited and Subsidiaries (39.3%)
|
|
Isle of Man
|
Acsal Holdco LLC (19.4%)
|
|
United States
|
|
1.
|
I have reviewed this annual report on Form 20-F of AerCap Holdings N.V.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the company as of, and for, the periods presented in this report;
|
4.
|
The company’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d- 15(f)) for the company and have:
|
(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the company, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c)
|
Evaluated the effectiveness of the company’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
(d)
|
Disclosed in this report any change in the company’s internal control over financial reporting that occurred during the period covered by the annual report that has materially affected, or is reasonably likely to materially affect, the company’s internal control over financial reporting; and
|
5.
|
The company’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the company’s auditors and the audit committee of the company’s board of directors (or persons performing the equivalent functions):
|
(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the company’s ability to record, process, summarize and report financial information; and
|
(b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the company’s internal control over financial reporting.
|
/s/ Aengus Kelly
|
Signature
|
|
Aengus Kelly
Chief Executive Officer
|
|
1.
|
I have reviewed this annual report on Form 20-F of AerCap Holdings N.V.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the company as of, and for, the periods presented in this report;
|
4.
|
The company’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d- 15(f)) for the company and have:
|
(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the company, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c)
|
Evaluated the effectiveness of the company’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
(d)
|
Disclosed in this report any change in the company’s internal control over financial reporting that occurred during the period covered by the annual report that has materially affected, or is reasonably likely to materially affect, the company’s internal control over financial reporting; and
|
5.
|
The company’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the company’s auditors and the audit committee of the company’s board of directors (or persons performing the equivalent functions):
|
(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the company’s ability to record, process, summarize and report financial information; and
|
(b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the company’s internal control over financial reporting.
|
/s/ Peter Juhas
|
Signature
|
|
Peter Juhas
Chief Financial Officer
|
|
Date: March 8, 2019
|
By:
|
|
|
|
/s/ Aengus Kelly
|
|
|
Aengus Kelly
|
|
|
Chief Executive Officer
|
|
|
|
|
|
|
Date: March 8, 2019
|
By:
|
|
|
|
/s/ Peter Juhas
|
|
|
Peter Juhas
|
|
|
Chief Financial Officer
|
|
|
|
United States Securities and Exchange Commission
Division of Corporation Finance
100 F. Street N.E. Washington, D.C.
20549-7010
USA
Amsterdam, The Netherlands, March 8, 2019
|
|
|
|