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EXHIBIT 1
SUMMARY OF THE NEW NOTES
The following table summarizes certain of the principal terms of the notes
that we are offering.
SUMMARY DESCRIPTION OF THE NEW NOTES
<TABLE>
<CAPTION>
SUBCLASS A-3 SUBCLASS A-4 SUBCLASS B-2 SUBCLASS C-2
NOTES NOTES NOTES NOTES
------------- ------------- -------------- -------------
<S> <C> <C> <C> <C>
Aggregate Principal Amount.................................. $565,000,000 $235,000,000 $80,000,000 $80,000,000
Expected Ratings(1)
Fitch...................................................... AA AA A BBB
Moody's.................................................... Aa2 Aa2 A2 Baa2
Standard & Poor's.......................................... AA AA A BBB
Interest Rate............................................... LIBOR + 0.46% LIBOR + 0.52% LIBOR + 1.05% LIBOR + 2.05%
Initial Loan to Value(2).................................... 62.1% 62.1% 71.7% 81.9%
Initial Loan to Assumed First Year's Net Revenue(2)(3)...... 5.51x 5.51x 6.37x 7.28x
Assumed Interest Coverage Ratio(3)(4)....................... 2.66x 2.66x 2.05x 1.72x
Assumed Debt Service Coverage Ratio(3)(5)................... 1.60x 1.60x 1.52x 1.50x
Expected Average Life (Years)............................... 1.9 4.8 6.8 6.8
August 15, October 15, August 15,
Expected Principal Amortization Period(6)................... June 15, 2002 2000 2000 2000
June 15, 2002 May 15, 2011 June 15, 2008 June 15, 2008
Final Maturity Date......................................... July 15, 2025 July 15, 2025 July 15, 2025 July 15, 2025
</TABLE>
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(1) It is a condition of the issuance of the notes that they receive the listed
ratings.
(2) "Initial Loan to Value" represents (i) the initial aggregate principal
amount of each subclass of notes plus the initial aggregate principal
amount of any other subclass of notes that ranks equally or senior in
priority of payment ("Initial Loan") divided by (ii) the aggregate
appraised value of the aircraft at April 30, 2000 plus $65.0 million, the
expected amount of the liquidity reserve amount (the "Liquidity Reserve
Amount") on the closing date excluding the total amount of security
deposits reimbursable to lessees ($22.4 million).
(3) "Assumed First Year's Net Revenue" means our gross revenue less our leasing
costs, servicer fees, administrative agent fees, cash manager fees, and
other general and administrative costs.
(4) "Assumed Interest Coverage Ratio" means Assumed First Year's Net Revenue
divided by Assumed First Year's Interest. "Assumed First Year's Interest"
means (i) the interest payable on each subclass of notes and each subclass
of notes that ranks equally with such subclass plus (ii) the interest and
minimum principal payments assumed to be payable on each subclass of notes
that ranks senior in priority of payment to the relevant subclass of notes.
(5) "Assumed Debt Service Coverage Ratio" means Assumed First Year's Net Revenue
divided by Assumed First Year's Interest and Minimum and Scheduled
Principal. "Assumed First Year's Interest and Minimum and Scheduled
Principal" means (i) the interest and minimum and scheduled principal
payments on each subclass of notes plus (ii) the interest and minimum and
scheduled principal payments assumed to be payable on each subclass of
notes that ranks equally or senior in priority of payment with or to the
relevant subclass of notes.
(6) "Expected Principal Amortization Period" means the period from the date on
which we expect principal amortization to begin to the expected final
payment date for each subclass of notes.
Ratings of the Notes. The ratings of the notes address the likelihood of
the timely payment of interest and the ultimate payment of principal and
premium, if any, on the notes. The rating agencies have not rated AerCo's
ability to pay the principal in full on any subclass of the notes on the
expected final payment date, or on any other date prior to the final maturity
date, or the ability to pay step-up interest. In addition, the ratings assigned
to the notes do not address the effect of any imposition of any withholding tax
on any payments under the leases, the notes or otherwise.
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A rating is not a recommendation to buy, sell or hold our notes because
ratings do not comment as to market price or suitability for a particular
investor and may be subject to revision, suspension or withdrawal at any time by
the assigning rating agency. If a rating agency lowers, suspends or withdraws
its rating of any subclass of the notes, no person or entity has any obligation
to support AerCo's obligations under the notes in any way.
The notes we are issuing in this offering will rank equally in right of
payment and interest with the corresponding subclasses of our outstanding notes.
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