INTRODUCTORY STATEMENT
This Amendment No. 24 (Amendment No. 24) amends and supplements the statement on Schedule 13D filed
by Waha AC Coöperatief U.A. (the Stockholder) and Waha Capital PJSC on November 22, 2010 (the Original Schedule 13D), as amended by Amendment No. 1 thereto, filed on December 16, 2013
(Amendment No. 1), Amendment No. 2 thereto, filed on June 16, 2014 (Amendment No. 2), Amendment No. 3 thereto, filed on September 4, 2014
(Amendment No. 3), Amendment No. 4 thereto, filed on December 3, 2014 (Amendment No. 4), Amendment No. 5 thereto, filed on April 8, 2015
(Amendment No. 5), Amendment No. 6 thereto, filed on December 16, 2015 (Amendment No. 6), Amendment No. 7 thereto, filed on January 13, 2016
(Amendment No. 7), Amendment No. 8 thereto, filed on January 20, 2016 (Amendment No. 8), Amendment No. 9 thereto, filed on August 23, 2016
(Amendment No. 9), Amendment No. 10 thereto, filed on November 25, 2016 (Amendment No. 10), Amendment No. 11 thereto filed on February 7, 2018
(Amendment No. 11), Amendment No. 12 thereto filed on February 22, 2018 (Amendment No. 12), Amendment No. 13 thereto filed on March 19, 2018
(Amendment No. 13), Amendment No. 14 thereto filed on September 24, 2018 (Amendment No. 14), Amendment No. 15 thereto filed on October 3, 2018
(Amendment No. 15). Amendment No. 16 thereto filed on October 10, 2018 (Amendment No. 16), Amendment No. 17 thereto filed on December 17, 2018
(Amendment No. 17), Amendment No. 18 thereto filed on December 27, 2018 (Amendment No. 18), Amendment No. 19 thereto filed on March 7, 2019
(Amendment No. 19), Amendment No. 20 thereto filed on March 21, 2019 (Amendment No. 20), Amendment No. 21 thereto filed on June 3, 2019
(Amendment No. 21), Amendment No. 22 thereto filed on June 17, 2019 and Amendment No. 23 thereto filed on August 15, 2019 (the Original Schedule 13D, as amended by Amendment No. 1,
Amendment No. 2, Amendment No. 3, Amendment No. 4, Amendment No. 5, Amendment No. 6, Amendment No. 7, Amendment No. 8, Amendment No. 9, Amendment No. 10, Amendment No. 11, Amendment No. 12,
Amendment No. 13, Amendment No. 14, Amendment No. 15, Amendment No. 16, Amendment No. 17, Amendment No. 18, Amendment No. 19, Amendment No. 20, Amendment No. 21, Amendment No. 22, Amendment
No. 23 and this Amendment No. 24 is collectively referred to herein as the Schedule 13D) relating to the ordinary shares, nominal value EUR0.01 per share (the Ordinary Shares) of
AerCap Holdings N.V., a Netherlands public limited liability company (the Issuer). This Amendment No. 24 amends the Schedule 13D as specifically set forth herein.
ITEM 4.
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PURPOSE OF TRANSACTION
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Item 4 of the Schedule 13D is hereby amended and supplemented by the incorporation by reference of the information provided below in the
response to Item 5.
ITEM 5.
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INTEREST IN SECURITIES OF THE ISSUER
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Item 5 of the Schedule 13D is hereby further amended and supplemented by adding to the final paragraph thereof the following information:
As previously described in Amendment No. 3 and Amendment No. 10, Waha entered into funded collar confirmations (as subsequently
amended, the September 2014 Funded Collar Confirmations and the transactions thereunder, the September 2014 Funded Collar Transactions) with each of Deutsche Bank AG, London Branch (DB),
Nomura International plc (Nomura) and Citibank N.A., London Branch (Citi, and together with DB, and Nomura, the September 2014 Funded Collar Counterparties) that relate in the aggregate to
14,923,306 Ordinary Shares (the September 2014 Collared Shares).
As previously described in Amendment No. 23, on
August 15, 2019 (the Novation Date), Waha transferred by novation to its affiliate, Avia Holding Limited (Avia) each of the September 2014 Funded Collar Transactions pursuant to Novation and Security
Release Deeds entered into by Waha and Avia with each September 2014 Funded Collar Counterparty (the Novation and Security Release Deeds). On the Novation Date, Avia entered into a new funded collar confirmation with each
September 2014 Funded Collar Counterparty in form substantially identical to the September 2014 Funded Collar Confirmations (the Avia Funded Collar Confirmations and together with the Novation and Security Release Deeds,
the Novation Documents) and thus became a party to each September 2014 Funded Collar Transaction.
On
September 9, 2019, Avia entered into a sales plan with Deutsche Bank Securities, Inc. (the DB Sales Plan) to sell the Ordinary Shares held by Avia in relation to the excess of the return obligation of the
September 2014 Funded Collar Counterparty with respect to rehypothecated September 2014 Collared Shares over Avias delivery obligation. The foregoing description of the DB Sales Plan does not purport to be complete and is
qualified in its entirety by the full form of the DB Sales Plan, a copy of which is filed as Exhibit 99.41 of this Schedule 13D.
From the date of the most recent amendment to this Schedule 13D through September 9, 2019, the Reporting Persons disposed of 1,574,392
Ordinary Shares pursuant to the settlement of the Avia Funded Collar Confirmations. Details by date, listing the number of Ordinary Shares returned to the September 2014 Funded Collar Counterparties are provided below.
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Date
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Ordinary Shares
Returned to September
2014 Funded Collar
Counterparties
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August 19, 2019
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112,084
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August 20, 2019
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113,180
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August 21, 2019
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112,310
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August 22, 2019
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112,614
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August 23, 2019
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114,713
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August 26, 2019
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117,171
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August 27, 2019
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117,566
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