AerCo Limited Launches Consent Solicitation

Dépèche transmise le 12 octobre 2011 par Business Wire

NEW YORK--(BUSINESS WIRE)--AerCo Limited (“AerCo” or the “Issuer”), commenced a solicitation of consents (the “Consent Solicitation”) of the holders of Class A Notes, Class B Notes, Class C Notes, Class D Notes and Class E Notes (collectively, the “Notes”), which Notes were issued pursuant to the terms of the Trust Indenture dated as of July 15, 1998 as supplemented by Indenture Supplement No. 1 dated as of July 17, 2000 and Indenture Supplement No. 2 dated as of December 18, 2009 (as so supplemented, the “Indenture”) between AerCo, as issuer, and Deutsche Bank Trust Company Americas (formerly known as Bankers Trust Company), as trustee (the “Indenture Trustee”), to various amendments to the Indenture (collectively, the “Proposed Amendments”). Capitalized terms not otherwise defined herein have the meaning assigned to them in the Indenture.

The Proposed Amendments require the consent of the Holders of at least a majority of the Outstanding Principal Balance of the Notes, voting as a single class. As of September 15, 2011, the most recent Payment Date, the Outstanding Principal Balance of the Notes was $824,150,859.

The Proposed Amendments would, as described more fully in the Consent Solicitation Statement dated October 12, 2011 issued by AerCo (the “Consent Solicitation Statement”):

i. reduce the minimum amount of hull insurance and PRI coverage that AerCo is required to carry on each Aircraft to an amount that is at least equal to the most recent appraised Base Value of such Aircraft; and

ii. remove the requirement that AerCo obtains Rating Agency Confirmation or “RAC” (a confirmation from each Rating Agency, currently Fitch, Inc., Moody’s Investors Service, Inc. and Standard & Poor’s Financial Services LLC, that a specified action or event will not result in a downgrade or withdrawal of such Rating Agency’s then current rating of a Subclass of Notes) or, in some cases, approval from each Rating Agency prior to taking actions for which such RAC or approval is currently required, including, amongst other provisions: (a) creating certain Encumbrances over Leases, (b) certain changes to AerCo’s hedging policy, (c) making certain investments, (d) entering into any Primary Eligible Credit Facility; (e) consummating a merger, consolidation or transfer of all or substantially all of AerCo’s assets, (f) entering into non-US dollar denominated Leases, (g) changing the level of airline liability insurance required for each Aircraft, and (h) entering into a Swap Agreement with a new counterparty.

The Proposed Amendments would replace the requirement for RAC or approval from each Rating Agency with a requirement for prior written notification to each Rating Agency of the proposed action. All such proposed actions would continue to require approval of the Board.

The overall purpose of the Proposed Amendments (as described more fully in the Consent Solicitation Statement) is to reduce the minimum amount of hull insurance and PRI coverage that AerCo is required to carry on each Aircraft in order to reduce the costs of such insurance and coverage and to eliminate the time delay and costs associated with obtaining Rating Agency Confirmation or approval from each Rating Agency of certain actions by AerCo.

For the reasons stated in the Consent Solicitation Statement, the Board, having consulted with the Servicer and its other advisors, recommends that the Holders of the Notes consent to the Proposed Amendments.

A copy of the Consent Solicitation Statement has been posted on AerCo’s website http://www.aerco-group.com. Further a complete set of Consent Solicitation materials (including voting forms) is also available from Global Restructuring Services, Inc., as information agent, details of which are set out below.

No fees will be paid by AerCo to the Holders of any of the Notes in connection with the Consent Solicitation.

Consents must be submitted to Mr. John Baxter (call direct: +1-212-644-1772 or fax +1-212-937-3653) at Global Restructuring Services, Inc., 230 East 48th Street, New York, NY 10017, as tabulation agent, as soon as possible and no later than 12:00 p.m., New York City time, on November 16, 2011.

Any questions concerning the terms of the Consent Solicitation may be directed to Steve Welo (call direct: + 1-763-252-1650 or email: swelo@pressprich.com) or Clay Smith (call direct: + 1-763-252-1654 or email: csmith@pressprich.com) at R.W. Pressprich & Co., as solicitation agent.

R.W. Pressprich & Co. is a fixed income and equity broker-dealer headquartered in New York. The Pressprich Aviation team is actively involved in sales, trading, and analytics of aviation transactions, as well as providing advisory services to a variety of aviation clients, including airlines, leasing companies, asset managers, and aviation investors. The Pressprich Aviation team is based in Minneapolis.

Business Wire

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