Davis Polk advised Nomura International plc, Deutsche Bank AG, London Branch and Citibank N.A., London Branch (the “collar counterparties”) in connection with funded collar transactions with Waha AC Cooperatief U.A., a Dutch affiliate of Waha Capital PJSC, relating to approximately 14.9 million ordinary shares of AerCap Holding N.V. Pursuant to the funded collar transactions, Waha purchased put options relating to AerCap ordinary shares from each collar counterparty and sold call options, at a higher strike price, relating to the same number of ordinary shares, to each collar counterparty. Waha received advances from the collar counterparties of approximately $575 million in the aggregate. In connection with the funded collar transactions, the collar counterparties borrowed approximately 14.9 million AerCap ordinary shares from Waha and, subject to certain restrictions, are permitted to sell or rehypothecate these shares until the maturity of the funded collar transactions in three years.  

Based in Abu Dhabi, Waha Capital PJSC is a public joint stock company incorporated under the laws of the United Arab Emirates. Headquartered in the Netherlands, AerCap Holding N.V. is an independent aircraft leasing company with more than 230 owned aircraft. AerCap’s ordinary shares are listed on the New York Stock Exchange under the symbol “AER.”  

The Davis Polk equity derivatives team included partner Ray Ibrahim and associates Jonathan Armstrong, Mark J. DiFiore and Yuki Shirato. The tax team included partners Lucy W. Farr and Po Sit and associate Kelli Luebben. Partner Lawrence E. Wieman and Counsel Erika D. White provided credit and bankruptcy advice. Partners Gregory S. Rowland and Nora M. Jordan provided 1940 Act advice. Counsel Jeanine P. McGuinness and associate Britt Mosman provided OFAC/FCPA advice. Members of the Davis Polk team are based in the New York and Washington DC offices.