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Aercap Holdings NV(R1D) AerCap Holdings N.V. (R1D) 20-F Annual and transition report of foreign private issuers pursuant to sections 13 or 15(d) Filed on 03/23/2011 Filed Period 12/31/2010 Use these links to rapidly review the document TABLE OF CONTENTS INDEX TO CONSOLIDATED FINANCIAL STATEMENTS Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2010 Commission file number 001-33159 AerCap Holdings N.V. (Exact name of Registrant as specified in its charter) The Netherlands (Jurisdiction of incorporation or organization) AerCap AerCap House Stationsplein 965 1117 CE Schiphol The Netherlands + 31 20 655 9655 (Address of principal executive offices) Wouter M. den Dikken, AerCap House, Stationsplein 965, 1117 CE Schiphol, The Netherlands, Telephone number: +31 20 655 9655, Fax number: +31 20 655 9100 (Name, Telephone, Email and/or Facsimile number and Address of Company Contact Person) Securities registered or to be registered pursuant to Section 12(b) of the Act: Title of each class Name of each exchange on which registered Ordinary Shares The New York Stock Exchange Securities registered or to be registered pursuant to Section 12(g) of the Act: None Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act: None Indicate the number of outstanding shares of each of the issuer's classes of capital or common stock as of the close of the period covered by the annual report. Ordinary Shares, Euro 0.01 par value 149,232,426 Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes o No ý If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. Yes o No ý Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ý No o Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of "large accelerated filer," "accelerated filer," and "smaller reporting company" in Rule 12b-2 of the Exchange Act. Large accelerated filer o Accelerated filer ý Non-accelerated filer o (Do not check if a smaller reporting company) Smaller reporting company o Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements included in this filing: U.S. GAAP ý International Financial Reporting Standards as issued by the International Accounting Standards Board o Other o If "Other" has been checked in response to the previous question, indicate by check mark which financial statement item the registrant has elected to follow: Item 17 o Item 18 o If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o No ý Table of Contents TABLE OF CONTENTS Special Note About Forward Looking Statements 1 PART I Item 1. Identity of Directors, Senior Management and Advisers 2 Item 2. Offer Statistics and Expected Timetable 2 Item 3. Key Information 2 Risk Factors 5 Item 4. Information on the Company 27 Item 4A. Unresolved Staff Comments 48 Item 5. Operating and Financial Review and Prospects 49 Item 6. Directors, Senior Management and Employees 86 Item 7. Major Shareholders and Related Party Transactions 99 Item 8. Financial Information 101 Item 9. The Offer and Listing. 101 Item 10. Additional Information. 102 Item 11. Quantitative and Qualitative Disclosures About Market Risk. 118 Item 12. Description of Securities Other than Equity Securities. 119 PART II Item 13. Defaults, Dividend Arrearages and Delinquencies. 120 Item 14. Material Modifications to the Rights of Security Holders and Use of Proceeds. 120 Item 15. Controls and Procedures. 120 Item 16A. Audit committee financial expert. 121 Item 16B. Code of Conduct. 121 Item 16C. Principal Accountant Fees and Services. 121 Item 16D. Exemptions from the Listing Standards for Audit Committees. 122 Item 16E. Purchases of Equity Securities by the Issuer and Affiliated Purchasers. 122 Item 16G. Corporate Governance 122 PART III Item 17. Financial Statements. 123 Item 18. Financial Statements. 123 Item 19. Exhibits. 123 Signatures 127 Index to Consolidated Financial Statements F-1 i Table of Contents SPECIAL NOTE ABOUT FORWARD LOOKING STATEMENTS This annual report includes forward looking statements, principally under the captions "Item 3. Key Information—Risks Related to our Business", "Item 4. Information on the Company" and "Item 5. Operating and Financial Review and Prospects". We have based these forward looking statements largely on our current beliefs and projections about future events and financial trends affecting our business. Many important factors, in addition to those discussed in this annual report, could cause our actual results to differ substantially from those anticipated in our forward looking statements, including, among other things: • the availability of capital to us and to our customers and changes in interest rates, • the ability of our lessees and potential lessees to make operating lease payments to us, • our ability to successfully negotiate aircraft and engine purchases, sales and leases, to collect outstanding amounts due and to repossess aircraft and engines under defaulted leases, and to control costs and expenses, • decreases in the overall demand for commercial aircraft and engine leasing and aircraft management services, • the economic condition of the global airline and cargo industry, • competitive pressures within the industry, • the negotiation of aircraft management services contracts, • regulatory changes affecting commercial aircraft operators, aircraft maintenance, engine standards, accounting standards and taxes, and • the risks set forth in "Item 3. Key Information—Risk Factors" included in this annual report. The words "believe", "may", "aim", "estimate", "continue", "anticipate", "intend", "expect" and similar words are intended to identify forward looking statements. Forward looking statements include information concerning our possible or assumed future results of operations, business strategies, financing plans, competitive position, industry environment, potential growth opportunities, the effects of future regulation and the effects of competition. Forward looking statements speak only as of the date they were made and we undertake no obligation to update publicly or to revise any forward looking statements because of new information, future events or other factors. In light of the risks and uncertainties described above, the forward looking events and circumstances described in this annual report might not occur and are not guarantees of future performance. 1 Table of Contents PART I Item 1. Identity of Directors, Senior Management and Advisers Not applicable. Item 2. Offer Statistics and Expected Timetable Not applicable. Item 3. Key Information Selected financial data. The following table presents AerCap Holdings N.V.'s selected consolidated financial data for each of the periods indicated, prepared in accordance with US GAAP. This information should be read in conjunction with AerCap Holdings N.V.'s audited consolidated financial statements and related notes and "Item 5. Operating and Financial Review and Prospects". AerCap Holdings N.V. was formed as a Netherlands public limited liability company ("naamloze vennootschap" or "N.V.") on July 10, 2006 and acquired all of the assets and liabilities of AerCap Holdings C.V., a Netherlands limited partnership on October 27, 2006. This acquisition was a transaction under common control and accordingly, AerCap Holdings N.V. recognized the acquisition of the assets and liabilities of AerCap Holdings C.V. at their carrying values. AerCap Holdings C.V. was formed on June 27, 2005 for the purpose of acquiring all of the shares and certain liabilities of AerCap B.V. (formerly known as debis AirFinance B.V.), in connection with our acquisition by funds and accounts affiliated with Cerberus Capital Management, L.P., or the Cerberus Funds (referred to herein as the 2005 Acquisition). The financial information presented as of December 31, 2009 and 2010 and for the years ended December 31, 2008, 2009 and 2010 was derived from AerCap Holdings N.V.'s audited consolidated financial statements included in this annual report. The financial information presented as of December 31, 2006, 2007 and 2008 and for the years ended December 31, 2006 and 2007 was derived from AerCap Holdings N.V. audited consolidated financial statements not included in this annual report. The financial information presented includes the results of AeroTurbine from the date of its acquisition on April 26, 2006, referred to herein as the AeroTurbine Acquisition and also includes the results of Genesis Lease Limited ("Genesis") from the date of its acquisition March 25, 2010, referred to herein as the Genesis Transaction. 2 Table of Contents Consolidated Income Statement Data: Year ended December 31, 2006(1) 2007 2008 2009 2010(3) (In thousands, except share and
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