Under the terms of the trust indenture dated as of July 15, 1998 as supplemented on July 17, 2000 and December 18, 2009 (the “Trust Indenture”) governing the AerCo Notes, AerCo Limited (“AerCo” and, together with its subsidiaries “AerCo Group”) is required annually to commission an appraisal of the “base value” of the AerCo Group aircraft portfolio from at least three independent appraisers.
AerCo has obtained desktop appraisals of the “base value” of each of the 34 aircraft1 in the AerCo Group portfolio for the year to February 19, 2011 from three independent aircraft value appraisers: Ascend, Aircraft Information Services, Inc. (“AISI”) and BK Associates, Inc. (“BK”). On the basis of these three appraisals (Ascend: $279.24 million; AISI: $307.93 million, BK: $391.95 million), the average appraised base value of AerCo Group’s portfolio of aircraft as of February 19, 2011 was approximately $326.37 million (the “2011 Appraised Value”) compared with $358.70 million as of February 19, 2010 (adjusted to reflect the four aircraft and two engines sold and the three aircraft disposed of by way of consignment in the year to February 2011).
The decline in the average appraised value of the portfolio at February 19, 2011 compared with the average appraised value at February 19, 2010 is approximately $27.96 million less than the decline in value assumed by the principal payment tables included in the Trust Indenture. The average appraised value at February 19, 2011 is $84.57 million lower than the assumed portfolio value at that date as per the principal payment tables included in the Trust Indenture.
As a result of factors described in our recent Annual Report and Quarterly Cash Reports, AerCo is currently paying down only as far as the “Class A Minimum Principal Payment” at point (iv) in the priority of payments under the Trust Indenture. Cashflows were sufficient only on three payment dates since April 16, 2007 to make payment of class A minimum principal in full. On those three payment dates, some but not all of the accrued class B interest was also paid. No payments of interest on the class C and D notes or minimum principal on the class B, C and D notes have been made since April 2007. For this reason, the decline in the appraised portfolio value at February 19, 2011 will not impact the order of priority of payments to AerCo Noteholders2.
1 As at the date of the February 19, 2011 appraisals two of the aircraft (MSN 24947 and MSN 085) no longer have engines that are owned by AerCo Group and therefore the appraised values relate solely to the airframe, however the prior year appraisal for MSN 085 related to the airframe and two engines owned by AerCo Group at that date. As at February 19, 2011 AerCo also owned one spare engine which has been appraised. No spare engines were owned by AerCo Group at February 19, 2010.
2 The Scheduled Principal Payment Amount for the class A notes is determined by reference to the current appraised values (rather than the initial appraised values obtained in 2000) and the Scheduled Principal Payment Amount for the class A notes is therefore impacted by AerCo’s annual appraisals. However, as it ranks junior to interest and minimum principal on the class A, B, C and D notes and to the Second Collection Account Top- Up in the priority of payments under the Trust Indenture, we do not expect to pay scheduled principal on the class A notes in the future. The Minimum Principal Payment Amount for the class A notes is not currently determined by reference to the current appraised values and is therefore unaffected by AerCo’s annual appraisal at February 19, 2011. (For the class A notes only, if at any point in the future, the Outstanding Principal Balance of the class A notes were to exceed the Adjusted Portfolio Value (determined by reference to AerCo’s annual appraisals), the class A Minimum Principal Payment
For more information regarding the effect of our reduced cashflows on payments to Noteholders please refer to Section V “Recent Developments – Overview of Current Financial Condition” of the most recent Quarterly Cash Report.
Further information regarding the appraisals:
The appraisers ascertained the “base value” of each aircraft on the basis of an open, unrestricted, stable market environment with a reasonable balance of supply and demand, and with full consideration of each aircraft’s “highest and best use”, presuming an arm’s-length, cash transaction between willing, able and knowledgeable parties, acting prudently, with an absence of duress and with a reasonable period of time available for marketing, adjusted to account for the maintenance status of each aircraft (with certain assumptions as to use since the last reported status).
The 2011 Appraised Value does not reflect the values of leases, maintenance reserves, security deposits or other collateral, if any, related to a particular aircraft.
An appraisal is only an estimate of value and there can be no assurance that proceeds received upon any sale of an aircraft would approximate the base value of that aircraft.
All capitalised terms not defined herein have the meanings provided by the Trust Indenture.
February 19, 2011.
For further information please contact: Donald McGowan or Niamh Maloney of AerCo Group’s Administrative Agent, AerCap Administrative Services Limited, at telephone number: +353 61 723600.