Supplemental guarantor financial information |
Supplemental guarantor financial information The following supplemental financial information is presented to comply with Rule 3-10 of Regulation S-X.
AGAT/AICDC Notes
From time to time since the completion of the ILFC Transaction, AerCap Trust and AICDC have co-issued additional senior unsecured notes (the “AGAT/AICDC Notes”). The proceeds from these offerings have been used for general corporate purposes. Please refer to Note 14—Debt for further details on the AGAT/AICDC Notes.
The AGAT/AICDC Notes are jointly and severally and fully and unconditionally guaranteed by AerCap Holdings N.V. (the “Parent Guarantor”) and by AerCap Ireland, AerCap Aviation Solutions B.V., ILFC and AerCap U.S. Global Aviation LLC (together, the “Subsidiary Guarantors”).
The following condensed consolidating financial information presents the Condensed Consolidating Balance Sheets as of December 31, 2019 and 2018 and the Condensed Consolidating Income Statements, Condensed Consolidating Statements of Cash Flows and Condensed Consolidating Statements of Comprehensive Income for the years ended December 31, 2019, 2018 and 2017 of (i) the Parent Guarantor; (ii) AerCap Trust; (iii) AICDC; (iv) the Subsidiary Guarantors on a combined basis; (v) the non-guarantor subsidiaries on a combined basis; (vi) elimination entries necessary to consolidate the Parent Guarantor with AerCap Trust and AICDC, the Subsidiary Guarantors and the non-guarantor subsidiaries; and (vii) the Company on a consolidated basis. Investments in consolidated subsidiaries are presented under the equity method of accounting. A portion of our cash and cash equivalents is held by subsidiaries and access to such cash by us for group purposes is limited.
In accordance with Rule 3-10 of Regulation S-X, separate financial statements and other disclosures with respect to AerCap Trust, AICDC and the Subsidiary Guarantors have not been provided, as AerCap Trust, AICDC and the Subsidiary Guarantors are 100%-owned by the Parent Guarantor, all guarantees of the AGAT/AICDC Notes are joint and several and full and unconditional and the Parent Guarantor’s financial statements have been filed in this annual report for the periods specified by Rules 3-01 and 3-02 of Regulation S-X.
Junior Subordinated Notes
In October 2019, AerCap Holdings N.V. issued $750.0 million aggregate principal amount of 5.875% fixed-rate reset junior subordinated notes due 2079 (the “Junior Subordinated Notes”). The Junior Subordinated Notes are jointly and severally and fully and unconditionally guaranteed by AerCap Trust, AICDC, AerCap Ireland Limited, AerCap Aviation Solutions B.V., ILFC and AerCap U.S. Global Aviation LLC (together, the “Junior Subordinated Guarantors”).
Condensed consolidating financial information for each of AerCap Trust and AICDC are presented below on a stand-alone basis (before elimination of intercompany transactions and balances). The non-guarantor financial information set forth below accurately represents the condensed consolidating financial information with respect to the subsidiaries of AerCap Holdings N.V. that do not guarantee the Junior Subordinated Notes.
In accordance with Rule 3-10 of Regulation S-X, separate financial statements and other disclosures with respect to the Junior Subordinated Guarantors have not been provided, as the Junior Subordinated Guarantors are 100%-owned by AerCap Holdings N.V., all guarantees of the Junior Subordinated Notes are joint and several and full and unconditional and AerCap Holdings N.V.’s financial statements have been filed in this annual report for the periods specified by Rules 3-01 and 3-02 of Regulation S-X.
Recent accounting standards adopted during 2019:
Lease accounting
In February 2016, the FASB issued an accounting standard, ASC 842, Leases, that requires lessees to recognize lease-related assets and liabilities on the balance sheet. We adopted the new standard on its required effective date of January 1, 2019 (refer to Note 3-Summary of significant accounting policies”). We periodically enter into intercompany lease agreements whereby a 100%-owned AerCap legal entity is both a lessor and a lessee of the aircraft asset. As a lessee of the aircraft, the entity is subject to the ASC 842 requirements. Although these leases are eliminated upon consolidation, they are presented discretely within the supplemental guarantor Condensed Consolidating Balance Sheets. As of December 31, 2019, operating lease ROU assets and liabilities are included in other assets and other liabilities, respectively, in our Condensed Consolidating Balance Sheets. Operating lease-related assets and liabilities in AerCap Trust, AICDC, the Subsidiary Guarantors and the non-guarantor subsidiaries totaled $1.3 billion as of December 31, 2019.
Condensed Consolidating Balance Sheet
|
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December 31, 2019 |
|
AerCap Holdings N.V. |
|
AerCap Global Aviation Trust (a) |
|
AerCap Ireland Capital Designated Activity Company (a) |
|
Guarantors (a) |
|
Non- Guarantors |
|
Eliminations |
|
Total |
|
(U.S. Dollars in millions) |
Assets |
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents |
$ |
3 |
|
|
$ |
154 |
|
|
$ |
10 |
|
|
$ |
823 |
|
|
$ |
131 |
|
|
$ |
— |
|
|
$ |
1,121 |
|
Restricted cash |
— |
|
|
— |
|
|
— |
|
|
1 |
|
|
178 |
|
|
— |
|
|
179 |
|
Flight equipment held for operating leases, net |
— |
|
|
8,874 |
|
|
— |
|
|
3,500 |
|
|
23,497 |
|
|
— |
|
|
35,871 |
|
Maintenance rights and lease premium, net |
— |
|
|
415 |
|
|
— |
|
|
38 |
|
|
356 |
|
|
— |
|
|
809 |
|
Flight equipment held for sale |
— |
|
|
68 |
|
|
— |
|
|
22 |
|
|
247 |
|
|
— |
|
|
337 |
|
Net investment in finance and sales-type leases |
— |
|
|
462 |
|
|
— |
|
|
62 |
|
|
488 |
|
|
— |
|
|
1,012 |
|
Prepayments on flight equipment |
— |
|
|
983 |
|
|
— |
|
|
3 |
|
|
1,968 |
|
|
— |
|
|
2,954 |
|
Investments including investments in subsidiaries |
11,557 |
|
|
1,405 |
|
|
9,320 |
|
|
6,701 |
|
|
123 |
|
|
(28,983 |
) |
|
123 |
|
Intercompany receivables |
182 |
|
|
17,759 |
|
|
64 |
|
|
11,014 |
|
|
4,510 |
|
|
(33,529 |
) |
|
— |
|
Other assets |
79 |
|
|
523 |
|
|
133 |
|
|
1,247 |
|
|
707 |
|
|
(1,346 |
) |
|
1,343 |
|
Total Assets |
$ |
11,821 |
|
|
$ |
30,643 |
|
|
$ |
9,527 |
|
|
$ |
23,411 |
|
|
$ |
32,205 |
|
|
$ |
(63,858 |
) |
|
$ |
43,749 |
|
Liabilities and Equity |
|
|
|
|
|
|
|
|
|
|
|
|
|
Debt |
$ |
740 |
|
|
$ |
16,943 |
|
|
$ |
1,505 |
|
|
$ |
— |
|
|
$ |
10,298 |
|
|
$ |
— |
|
|
$ |
29,486 |
|
Intercompany payables |
1,748 |
|
|
2,544 |
|
|
4,133 |
|
|
9,989 |
|
|
15,144 |
|
|
(33,558 |
) |
|
— |
|
Other liabilities |
18 |
|
|
1,817 |
|
|
2 |
|
|
1,710 |
|
|
2,651 |
|
|
(1,317 |
) |
|
4,881 |
|
Total liabilities |
2,506 |
|
|
21,304 |
|
|
5,640 |
|
|
11,699 |
|
|
28,093 |
|
|
(34,875 |
) |
|
34,367 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total AerCap Holdings N.V. shareholders’ equity |
9,315 |
|
|
9,339 |
|
|
3,887 |
|
|
11,634 |
|
|
4,123 |
|
|
(28,983 |
) |
|
9,315 |
|
Non-controlling interest |
— |
|
|
— |
|
|
— |
|
|
78 |
|
|
(11 |
) |
|
— |
|
|
67 |
|
Total Equity |
9,315 |
|
|
9,339 |
|
|
3,887 |
|
|
11,712 |
|
|
4,112 |
|
|
(28,983 |
) |
|
9,382 |
|
Total Liabilities and Equity |
$ |
11,821 |
|
|
$ |
30,643 |
|
|
$ |
9,527 |
|
|
$ |
23,411 |
|
|
$ |
32,205 |
|
|
$ |
(63,858 |
) |
|
$ |
43,749 |
|
|
|
(a) |
Guarantors consist of AerCap U.S. Global Aviation LLC, AerCap Aviation Solutions B.V., AerCap Ireland Ltd. and ILFC. AerCap Global Aviation Trust and AerCap Ireland Capital Designated Activity Company, which are presented separately as co-issuers of the AGAT/AICDC Notes, are guarantors of the Junior Subordinated Notes.
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Condensed Consolidating Balance Sheet
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December 31, 2018 |
|
AerCap Holdings N.V. |
|
AerCap Global Aviation Trust (a) |
|
AerCap Ireland Capital Designated Activity Company (a) |
|
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. AerCap Global Aviation Trust and AerCap Ireland Capital Designated Activity Company, which are presented separately as co-issuers of the AGAT/AICDC Notes, are guarantors of the Junior Subordinated Notes. |
Condensed Consolidating Income Statement
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Year Ended December 31, 2019 |
|
AerCap Holdings N.V. |
|
AerCap Global Aviation Trust (a) |
|
AerCap Ireland Capital Designated Activity Company (a) |
|
Guarantors (a) |
|
Non- Guarantors |
|
Eliminations |
|
Total |
|
(U.S. Dollars in millions) |
Revenues and other income |
|
|
|
|
|
|
|
|
|
|
|
|
|
Lease revenue |
$ |
— |
|
|
$ |
1,270 |
|
|
$ |
— |
|
|
$ |
439 |
|
|
$ |
2,973 |
|
|
$ |
— |
|
|
$ |
4,682 |
|
Net gain on sale of assets |
— |
|
|
70 |
|
|
— |
|
|
11 |
|
|
108 |
|
|
— |
|
|
189 |
|
Other income (loss) |
69 |
|
|
739 |
|
|
2 |
|
|
629 |
|
|
239 |
|
|
(1,612 |
) |
|
66 |
|
Total Revenues and other income |
69 |
|
|
2,079 |
|
|
2 |
|
|
1,079 |
|
|
3,320 |
|
|
(1,612 |
) |
|
4,937 |
|
Expenses |
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation and amortization |
— |
|
|
452 |
|
|
— |
|
|
182 |
|
|
1,042 |
|
|
— |
|
|
1,676 |
|
Asset impairment |
— |
|
|
19 |
|
|
— |
|
|
15 |
|
|
36 |
|
|
— |
|
|
70 |
|
Interest expense |
10 |
|
|
884 |
|
|
224 |
|
|
405 |
|
|
1,107 |
|
|
(1,335 |
) |
|
1,295 |
|
Leasing expenses |
— |
|
|
108 |
|
|
— |
|
|
55 |
|
|
125 |
|
|
— |
|
|
288 |
|
Selling, general and administrative expenses |
63 |
|
|
74 |
|
|
— |
|
|
140 |
|
|
267 |
|
|
(277 |
) |
|
267 |
|
Total Expenses |
73 |
|
|
1,537 |
|
|
224 |
|
|
797 |
|
|
2,577 |
|
|
(1,612 |
) |
|
3,596 |
|
(Loss) income before income taxes and income of investments accounted for under the equity method |
(4 |
) |
|
542 |
|
|
(222 |
) |
|
282 |
|
|
743 |
|
|
— |
|
|
1,341 |
|
Provision for income taxes |
1 |
|
|
(68 |
) |
|
28 |
|
|
(40 |
) |
|
(89 |
) |
|
— |
|
|
(168 |
) |
Equity in net earnings of investments accounted for under the equity method |
— |
|
|
— |
|
|
— |
|
|
— |
|
|
(6 |
) |
|
— |
|
|
(6 |
) |
Net (loss) income before income from subsidiaries |
(3 |
) |
|
474 |
|
|
(194 |
) |
|
242 |
|
|
648 |
|
|
— |
|
|
1,167 |
|
Income (loss) from subsidiaries |
1,149 |
|
|
68 |
|
|
542 |
|
|
996 |
|
|
(912 |
) |
|
(1,843 |
) |
|
— |
|
Net income (loss) |
$ |
1,146 |
|
|
$ |
542 |
|
|
$ |
348 |
|
|
$ |
1,238 |
|
|
$ |
(264 |
) |
|
$ |
(1,843 |
) |
|
$ |
1,167 |
|
Net income attributable to non-controlling interest |
— |
|
|
— |
|
|
— |
|
|
(17 |
) |
|
(4 |
) |
|
— |
|
|
(21 |
) |
Net income (loss) attributable to AerCap Holdings N.V. |
$ |
1,146 |
|
|
$ |
542 |
|
|
$ |
348 |
|
|
$ |
1,221 |
|
|
$ |
(268 |
) |
|
$ |
(1,843 |
) |
|
$ |
1,146 |
|
|
|
(a) |
Guarantors consist of AerCap U.S. Global Aviation LLC, AerCap Aviation Solutions B.V., AerCap Ireland Ltd. and ILFC. AerCap Global Aviation Trust and AerCap Ireland Capital Designated Activity Company, which are presented separately as co-issuers of the AGAT/AICDC Notes, are guarantors of the Junior Subordinated Notes. |
Condensed Consolidating Income Statement
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31, 2018 |
|
AerCap Holdings N.V. |
|
AerCap Global Aviation Trust (a) |
|
AerCap Ireland Capital Designated Activity Company (a) |
|
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. AerCap Global Aviation Trust and AerCap Ireland Capital Designated Activity Company, which are presented separately as co-issuers of the AGAT/AICDC Notes, are guarantors of the Junior Subordinated Notes. |
Condensed Consolidating Income Statement
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31, 2017 |
|
AerCap Holdings N.V. |
|
AerCap Global Aviation Trust (a) |
|
AerCap Ireland Capital Designated Activity Company (a) |
|
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 income 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. AerCap Global Aviation Trust and AerCap Ireland Capital Designated Activity Company, which are presented separately as co-issuers of the AGAT/AICDC Notes, are guarantors of the Junior Subordinated Notes.
|
Condensed Consolidating Statement of Comprehensive Income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31, 2019 |
|
AerCap Holdings N.V. |
|
AerCap Global Aviation Trust (a) |
|
AerCap Ireland Capital Designated Activity Company (a) |
|
Guarantors (a) |
|
Non- Guarantors |
|
Eliminations |
|
Total |
|
(U.S. Dollars in millions) |
Net income (loss) |
$ |
1,146 |
|
|
$ |
542 |
|
|
$ |
348 |
|
|
$ |
1,238 |
|
|
$ |
(264 |
) |
|
$ |
(1,843 |
) |
|
$ |
1,167 |
|
Other comprehensive loss: |
|
|
|
|
|
|
|
|
|
|
|
|
|
Net change in fair value of derivatives, net of tax |
— |
|
|
— |
|
|
— |
|
|
(84 |
) |
|
(6 |
) |
|
— |
|
|
(90 |
) |
Actuarial loss on pension obligations, net of tax |
— |
|
|
— |
|
|
— |
|
|
(2 |
) |
|
— |
|
|
— |
|
|
(2 |
) |
Total other comprehensive loss |
— |
|
|
— |
|
|
— |
|
|
(86 |
) |
|
(6 |
) |
|
— |
|
|
(92 |
) |
Comprehensive income (loss) |
1,146 |
|
|
542 |
|
|
348 |
|
|
1,152 |
|
|
(270 |
) |
|
(1,843 |
) |
|
1,075 |
|
Comprehensive income attributable to non-controlling interest |
— |
|
|
— |
|
|
— |
|
|
(17 |
) |
|
(4 |
) |
|
— |
|
|
(21 |
) |
Total comprehensive income (loss) attributable to AerCap Holdings N.V. |
$ |
1,146 |
|
|
$ |
542 |
|
|
$ |
348 |
|
|
$ |
1,135 |
|
|
$ |
(274 |
) |
|
$ |
(1,843 |
) |
|
$ |
1,054 |
|
|
|
(a) |
Guarantors consist of AerCap U.S. Global Aviation LLC, AerCap Aviation Solutions B.V., AerCap Ireland Ltd. and ILFC. AerCap Global Aviation Trust and AerCap Ireland Capital Designated Activity Company, which are presented separately as co-issuers of the AGAT/AICDC Notes, are guarantors of the Junior Subordinated Notes. |
Condensed Consolidating Statement of Comprehensive Income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31, 2018 |
|
AerCap Holdings N.V. |
|
AerCap Global Aviation Trust (a) |
|
AerCap Ireland Capital Designated Activity Company (a) |
|
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 loss 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. AerCap Global Aviation Trust and AerCap Ireland Capital Designated Activity Company, which are presented separately as co-issuers of the AGAT/AICDC Notes, are guarantors of the Junior Subordinated Notes. |
Condensed Consolidating Statement of Comprehensive Income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31, 2017 |
|
AerCap Holdings N.V. |
|
AerCap Global Aviation Trust (a) |
|
AerCap Ireland Capital Designated Activity Company (a) |
|
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 gain on pension obligations, net of tax |
— |
|
|
— |
|
|
— |
|
|
— |
|
|
1 |
|
|
— |
|
|
1 |
|
Total other comprehensive (loss) 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. AerCap Global Aviation Trust and AerCap Ireland Capital Designated Activity Company, which are presented separately as co-issuers of the AGAT/AICDC Notes, are guarantors of the Junior Subordinated Notes. |
Condensed Consolidating Statement of Cash Flows
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31, 2019 |
|
AerCap Holdings N.V. |
|
AerCap Global Aviation Trust (a) |
|
AerCap Ireland Capital Designated Activity Company (a) |
|
Guarantors (a) |
|
Non- Guarantors |
|
Eliminations |
|
Total |
|
(U.S. Dollars in millions) |
Net income (loss) |
$ |
1,146 |
|
|
$ |
542 |
|
|
$ |
348 |
|
|
$ |
1,238 |
|
|
$ |
(264 |
) |
|
$ |
(1,843 |
) |
|
$ |
1,167 |
|
Adjustments to reconcile net income (loss) to net cash provided by operating activities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
(Income) loss from subsidiaries |
(1,149 |
) |
|
(68 |
) |
|
(542 |
) |
|
(996 |
) |
|
912 |
|
|
1,843 |
|
|
— |
|
Depreciation and amortization |
— |
|
|
452 |
|
|
— |
|
|
182 |
|
|
1,042 |
|
|
— |
|
|
1,676 |
|
Asset impairment |
— |
|
|
19 |
|
|
— |
|
|
15 |
|
|
36 |
|
|
— |
|
|
70 |
|
Amortization of debt issuance costs, debt discount, debt premium and lease premium |
— |
|
|
18 |
|
|
5 |
|
|
— |
|
|
57 |
|
|
— |
|
|
80 |
|
Amortization of fair value adjustments on debt |
— |
|
|
(78 |
) |
|
— |
|
|
— |
|
|
(1 |
) |
|
— |
|
|
(79 |
) |
Maintenance rights write-off |
— |
|
|
132 |
|
|
— |
|
|
37 |
|
|
76 |
|
|
— |
|
|
245 |
|
Maintenance liability release to income |
— |
|
|
(91 |
) |
|
— |
|
|
(40 |
) |
|
(77 |
) |
|
— |
|
|
(208 |
) |
Net gain on sale of assets |
— |
|
|
(70 |
) |
|
— |
|
|
(11 |
) |
|
(108 |
) |
|
— |
|
|
(189 |
) |
Deferred income taxes |
(1 |
) |
|
70 |
|
|
(27 |
) |
|
39 |
|
|
81 |
|
|
— |
|
|
162 |
|
Collections of finance and sales-type leases |
— |
|
|
41 |
|
|
— |
|
|
24 |
|
|
33 |
|
|
— |
|
|
98 |
|
Other |
33 |
|
|
24 |
|
|
— |
|
|
35 |
|
|
74 |
|
|
— |
|
|
166 |
|
Cash flow from operating activities before changes in working capital |
29 |
|
|
991 |
|
|
(216 |
) |
|
523 |
|
|
1,861 |
|
|
— |
|
|
3,188 |
|
Working capital |
(129 |
) |
|
(50 |
) |
|
(470 |
) |
|
(198 |
) |
|
765 |
|
|
— |
|
|
(82 |
) |
Net cash (used in) provided by operating activities |
(100 |
) |
|
941 |
|
|
(686 |
) |
|
325 |
|
|
2,626 |
|
|
— |
|
|
3,106 |
|
Purchase of flight equipment |
— |
|
|
(1,035 |
) |
|
— |
|
|
(584 |
) |
|
(1,740 |
) |
|
— |
|
|
(3,359 |
) |
Proceeds from sale or disposal of assets |
— |
|
|
587 |
|
|
— |
|
|
268 |
|
|
918 |
|
|
— |
|
|
1,773 |
|
Prepayments on flight equipment |
— |
|
|
(560 |
) |
|
— |
|
|
(1 |
) |
|
(808 |
) |
|
— |
|
|
(1,369 |
) |
Other |
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
Net cash used in investing activities |
— |
|
|
(1,008 |
) |
|
— |
|
|
(317 |
) |
|
(1,630 |
) |
|
— |
|
|
(2,955 |
) |
Issuance of debt |
750 |
|
|
2,866 |
|
|
698 |
|
|
4 |
|
|
2,221 |
|
|
— |
|
|
6,539 |
|
Repayment of debt |
— |
|
|
(3,102 |
) |
|
— |
|
|
(8 |
) |
|
(3,394 |
) |
|
— |
|
|
(6,504 |
) |
Debt issuance costs paid, net of debt premium received |
(10 |
) |
|
(3 |
) |
|
(9 |
) |
|
— |
|
|
(15 |
) |
|
— |
|
|
(37 |
) |
Maintenance payments received |
— |
|
|
215 |
|
|
— |
|
|
104 |
|
|
417 |
|
|
— |
|
|
736 |
|
Maintenance payments returned |
— |
|
|
(89 |
) |
|
— |
|
|
(45 |
) |
|
(218 |
) |
|
— |
|
|
(352 |
) |
Security deposits received |
— |
|
|
100 |
|
|
1 |
|
|
56 |
|
|
75 |
|
|
— |
|
|
232 |
|
Security deposits returned |
— |
|
|
(84 |
) |
|
— |
|
|
(32 |
) |
|
(117 |
) |
|
— |
|
|
(233 |
) |
Dividend paid to non-controlling interest holders |
— |
|
|
— |
|
|
— |
|
|
— |
|
|
(6 |
) |
|
— |
|
|
(6 |
) |
Repurchase of shares and tax withholdings on share-based compensation |
(640 |
) |
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
(640 |
) |
Net cash provided by (used in) financing activities |
100 |
|
|
(97 |
) |
|
690 |
|
|
79 |
|
|
(1,037 |
) |
|
— |
|
|
(265 |
) |
Net (decrease) increase in cash and cash equivalents |
— |
|
|
(164 |
) |
|
4 |
|
|
87 |
|
|
(41 |
) |
|
— |
|
|
(114 |
) |
Effect of exchange rate changes |
— |
|
|
— |
|
|
— |
|
|
(1 |
) |
|
— |
|
|
— |
|
|
(1 |
) |
Cash, cash equivalents and restricted cash at beginning of period |
3 |
|
|
318 |
|
|
6 |
|
|
738 |
|
|
350 |
|
|
— |
|
|
1,415 |
|
Cash, cash equivalents and restricted cash at end of period |
$ |
3 |
|
|
$ |
154 |
|
|
$ |
10 |
|
|
$ |
824 |
|
|
$ |
309 |
|
|
$ |
— |
|
|
$ |
1,300 |
|
|
|
(a) |
Guarantors consist of AerCap U.S. Global Aviation LLC, AerCap Aviation Solutions B.V., AerCap Ireland Ltd. and ILFC. AerCap Global Aviation Trust and AerCap Ireland Capital Designated Activity Company, which are presented separately as co-issuers of the AGAT/AICDC Notes, are guarantors of the Junior Subordinated Notes.
|
Condensed Consolidating Statement of Cash Flows
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31, 2018 |
|
AerCap Holdings N.V. |
|
AerCap Global Aviation Trust (a) |
|
AerCap Ireland Capital Designated Activity Company (a) |
|
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, debt discount, debt premium and lease premium |
— |
|
|
20 |
|
|
5 |
|
|
2 |
|
|
49 |
|
|
— |
|
|
76 |
|
Amortization of fair value adjustments on debt |
— |
|
|
(142 |
) |
|
— |
|
|
— |
|
|
(1 |
) |
|
— |
|
|
(143 |
) |
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 |
|
|
— |
|
|
— |
|
|
56 |
|
|
48 |
|
|
— |
|
|
156 |
|
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, net of debt premium received |
— |
|
|
(21 |
) |
|
(2 |
) |
|
(1 |
) |
|
(34 |
) |
|
— |
|
|
(58 |
) |
Maintenance payments received |
— |
|
|
245 |
|
|
— |
|
|
86 |
|
|
412 |
|
|
— |
|
|
743 |
|
Maintenance payments returned |
— |
|
|
(161 |
) |
|
— |
|
|
(15 |
) |
|
| |