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2014-05-14

AerCap Holdings N.V.: AerCap Completes Acquisition of ILFC from AIG and Closes Private Offering of $2.6 Billion Aggregate Principal Amount of Senior Notes

Amsterdam, Netherlands; May 14, 2014 -
AerCap Holdings N.V. ("AerCap") (NYSE: AER) has completed its previously
announced acquisition of International Lease Finance Corporation ("ILFC")
from American International Group, Inc. ("AIG") (NYSE: AIG). Under the terms
of the agreement, AerCap paid AIG $3.0 billion in cash and 97,560,976 AerCap
ordinary shares, which represents an approximately 46% ownership position in
AerCap's ordinary share capital.

In connection with the acquisition, AerCap Ireland Capital Limited and AerCap
Global Aviation Trust, each a wholly-owned subsidiary of AerCap, completed
their previously announced offering of $2.6 billion aggregate principal
amount of senior notes (the "Notes"), consisting of three tranches of varying
tenor in a private placement. The Notes are fully and unconditionally
guaranteed on a senior unsecured basis by AerCap and certain of its
subsidiaries. The net proceeds of the private placement were used to finance
part of the consideration payable in connection with the acquisition.

AerCap's new $2.75 billion four-year unsecured revolving credit facility
became available as of the closing of the acquisition, replacing ILFC's $2.3
billion unsecured revolving credit facility. Additionally, as part of the
transaction, AerCap procured from AIG a committed five-year $1.0 billion
unsecured revolving credit facility.

AerCap's CEO Aengus Kelly commented on the completion of the acquisition:
"With approximately $45 billion of assets coupled with a diverse fleet of
1,300 aircraft and an attractive forward order book, AerCap will be a driving
force in the industry. As such, we are well positioned to offer our
customers on a global basis an unprecedented portfolio of best-in-class
aircraft, while providing our shareholders tremendous growth prospects in the
coming years. Further, with our new colleagues from ILFC, we are truly
excited about the prospects for the combined company with ample liquidity and
capital resources to provide future growth to benefit all of our
stakeholders."

In connection with the acquisition, Mr. Robert H. Benmosche, President and CEO
of AIG, and Mr. David L. Herzog, Executive Vice President and CFO of AIG,
have joined the Board of Directors of AerCap.

In addition to CEO Aengus Kelly, AerCap's senior executive team will be
comprised of Keith Helming as Chief Financial Officer, Philip Scruggs as
President&Chief Commercial Officer, and Erwin den Dikken as Chief Operating
Officer.

Headquartered in Amsterdam, the company has offices in Los Angeles, Shannon,
Dublin, Fort Lauderdale, Miami, Singapore, Shanghai, Abu Dhabi, Seattle and
Toulouse.

Advisors
UBS Investment Bank ("UBS") acted as the lead financial advisor to AerCap.
Goldman Sachs acted as sole financial advisor to AerCap's Board of Directors.
Cravath, Swaine&Moore LLP and NautaDutilh NV acted as legal advisors to
AerCap.

About AerCap
AerCap has become the global leader in aircraft leasing with 1,300 owned and
managed aircraft in its current fleet and a highly attractive portfolio of
363 high-demand, fuel-efficient aircraft on order. AerCap serves over 200
customers in more than 90 countries with comprehensive fleet solutions and
provides part-out and engine leasing services through its subsidiary,
AeroTurbine. AerCap is listed on the New York Stock Exchange (AER).

The Notes and the related guarantees will not initially be registered under
the Securities Act of 1933, as amended (the "Securities Act"), or the laws of
any other jurisdiction. The Notes may not be offered or sold within the
United States or to, or for the account or benefit of, U.S. persons, except
to qualified institutional buyers in reliance on the exemption from
registration provided by Rule 144A under the Securities Act and to certain
non-U.S. persons in offshore transactions in reliance on Regulation S under
the Securities Act.

This press release does not constitute an offer to sell or a solicitation of
an offer to buy the Notes, nor shall there be any offer, solicitation or sale
of any Notes in any jurisdiction in which such offer, solicitation or sale
would be unlawful.

This press release may contain forward-looking statements that involve risks
and uncertainties. In most cases, you can identify forward-looking statements
by terminology such as "may", "should", "expects", "plans", "anticipates",
"believes", "estimates", "predicts", "potential" or "continue" or the
negative of such terms or similar terminology. Such forward-looking
statements are not guarantees of future performance and involve significant
assumptions, risks and uncertainties, and actual results may differ
materially from those in the forward-looking statements.
The risks and uncertainties which forward-looking statements are subject to
include, but are not limited to: the ability of AerCap to successfully
integrate ILFC's operations and employees and realize anticipated synergies
and cost savings and the potential impact of the transaction on
relationships, including with employees, suppliers, customers and
competitors; and changes in general economic, business and political
conditions, including changes in the financial markets.
In addition, please refer to the documents that AerCap files with the SEC,
which identify and address other important factors that could cause events
and results to differ materially from those contained in the forward-looking
statements set forth in this press release. AerCap is under no duty to update
any of the forward-looking statements after the date of this press release to
conform to actual results.

---------------------------------------------
|For Media: For Investors: |
| |
|Frauke Oberdieck |
| Peter Wortel |
|Tel. +31 20 655 9616 Tel. +31 20 655 9658 |
|foberdieck@aercap.com pwortel@aercap.com |
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www.aercap.com

AerCap ILFC Closing Press Release May 14 2014
http://hugin.info/149317/R/1785574/612334.pdf

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This announcement is distributed by NASDAQ OMX Corporate Solutions on behalf of NASDAQ OMX Corporate Solutions clients.
The issuer of this announcement warrants that they are solely responsible for the content, accuracy and originality of the information contained therein.
Source: AerCap Holdings N.V. via Globenewswire

HUG#1785574

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