Abu Dhabi-based Waha Capital will acquire about 29.8m shares in AerCap in exchange for $105m in cash, Waha’s 50% interest in AerVenture and the transfer of a 40% interest in Waha’s 16-aircraft portfolio. The total consideration for the shares in AerCap is about $380m based on the New York Stock Exchange closing price on Friday. Waha Capital’s main institutional shareholder is Mubadala Development Company. The completion of the transaction is scheduled for mid-November 2010.


Under the terms of the agreement, AerCap will provide all management services for Waha’s aircraft portfolio in return for servicing fees, and will open a representative office in Abu Dhabi.

Following the share issuance, Waha will own 20% of AerCap and be entitled to nominate two candidates to the board of directors of AerCap Holdings N.V.

“AerCap’s recent history of cooperation with Abu Dhabi-based Waha Capital has resulted in Waha taking a substantial ownership position in AerCap. We are convinced that the diversification of AerCap’s ownership structure through a well-respected shareholder based in Abu Dhabi combined with the strong credentials of Abu Dhabi’s growing commitment to the global aerospace sector will represent a substantial long-term benefit for AerCap’s stakeholders.” said Klaus Heinemann, CEO of AerCap. “The current transaction also provides AerCap with an attractive new source of capital with a considerable cash investment upon closing.”

Building value through strategic partnerships

“Through this transaction…Waha diversifies its current aviation exposure by investing in a larger and more modern aircraft fleet while benefiting from AerCap’s world-class expertise,” said Salem Rashid Al Noaimi, CEO of Waha Capital. “This transaction represents another tangible step in the execution of our vision of building value through strategic partnerships. We are confident that this partnership will be a successful one and that Waha will strengthen AerCap’s presence in the MENA region’s rapidly expanding aviation market.”

AerCap’s successful relationship with Waha began in 2008 when Waha Leasing purchased an Airbus A330-200 and an A320-200 from AerCap.

In June 2009, Waha became a 50% shareholder in AerVenture. Under the new agreement signed between AerCap and Waha, AerCap will resume full control of AerVenture. AerVenture, established in 2006 with a focus on new Airbus A320 family aircraft, has a fleet of 47 A320 family aircraft plus firm orders for a further seven aircraft.

AerCap is an independent aircraft leasing company, providing engine leasing, aircraft management services, aircraft maintenance, repair and overhaul services and aircraft disassemblies. AerCap is headquartered in The Netherlands and has offices in Ireland, the US, China, Singapore and the UK.

Waha Capital is an Abu Dhabi Securities Exchange-listed and Abu Dhabi-based diversified investment holding company. Waha Capital’s strategy is to drive multi-sector business growth and diversification through acquisitions, joint ventures and creation of new business. Its current business portfolio includes big-ticket leasing, financial services, maritime, oil and gas, and real estate development.