GE to Merge Aircraft Leasing Unit With AerCap in Deal Valued at More Than $30 Billion

Paul, Weiss is advising General Electric Co. in the combination of its jet leasing unit, GE Capital Aviation Services (GECAS), with Dublin-based AerCap Holdings NV in a cash-and-stock transaction valued at more than $30 billion. The combined company will be one of aviation leasing’s leading franchises, bringing together complementary portfolios across aircraft, engines and helicopters.

Under the terms of the agreement, GE will receive approximately $24 billion in cash, 111.5 million ordinary shares of the combined company valued at $6 billion—representing an approximately 46 percent stake in the combined company—and $1 billion in AerCap notes and/or cash upon closing. GE will transfer $34 billion of GECAS’ net assets to AerCap, including its engine leasing and Milestone helicopter leasing businesses. The transaction is expected to close in 9 to 12 months, pending shareholder and regulatory approvals and customary closing conditions.

The Paul, Weiss team includes, among others, corporate partners Scott Barshay, Steven Williams and John Kennedy; tax partners Scott Sontag and Jeffrey Samuels and  counsel Alyssa Wolpin; executive compensation partner Jean McLoughlin and counsel Meghan Fox; intellectual property partner Jonathan Ashtor and counsel Michael Kurzer; real estate partner Salvatore Gogliormella; international trade counsel Richard Elliott; litigation counsel Steven Herzog, Donna Ioffredo and Rachel Fiorill; and  environmental counsel William O’Brien.