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As Of Filer Filing For·On·As Docs:Size Issuer Agent 6/15/12 AerCap Holdings N.V. F-4 20:3.7M Merrill Corp/New/FA AerCap Aviation Solutions B.V. |
Document/Exhibit Description Pages Size
1: F-4 Registration Statement of a Foreign Private Issuer HTML 656K
for Securities Issued in a
Business-Combination Transaction
2: EX-3.2 Deed of Incorporation of Aercap Aviation Solutions HTML 118K
B.V.
3: EX-3.3 Board Rules of Aercap Holdings N.V. HTML 200K
4: EX-4.1 Indenture HTML 853K
5: EX-4.2 First Supplemental Indenture HTML 29K
6: EX-4.3 Exchange and Registration Rights Agreement HTML 238K
7: EX-5.1 Opinion of Milbank, Tweed, Hadley & McCloy LLP HTML 20K
8: EX-5.2 Opinion of Nautadutilh N.V. HTML 64K
9: EX-8.1 Opinion of Milbank, Tweed, Hadley & McCloy LLP HTML 12K
10: EX-12.1 Statement Regarding Computation of Ratios HTML 45K
11: EX-23.1 Consent of Pricewaterhousecoopers Accountants N.V. HTML 11K
12: EX-24.2 Powers of Attorney for Aercap Holdings N.V. HTML 46K
13: EX-25.1 Form T-1 HTML 146K
14: EX-99.1 Letter of Transmittal HTML 107K
15: EX-99.2 Notice of Guaranteed Delivery HTML 39K
16: EX-99.3 Letter to Registered Holders HTML 18K
17: EX-99.4 Letter to Dtc Participants HTML 17K
18: EX-99.5 Letter to Clients HTML 13K
19: EX-99.6 Instruction to Registered Holder From Beneficial HTML 18K
Owner
20: EX-99.7 Form of Exchange Agent and Depositary Agreement HTML 50K
Exhibit 8.1
AerCap Aviation Solutions B.V.
AerCap House,
Stationsplein 965,
1117 EC
Schiphol, The Netherlands
Ladies and Gentlemen:
We have acted as special United States counsel to AerCap Aviation Solutions B.V., a private limited liability company (besloten vennootschap) incorporated under the laws of The Netherlands, as issuer (the “Company”), and AerCap Holdings N.V., a public limited liability company (naamloze vennootschap) existing under the laws of The Netherlands, as guarantor, in connection with the filing of a registration statement under the Securities Act of 1933, as amended (the “Act”), on Form F-4 with the Securities and Exchange Commission (the “Registration Statement”) relating to up to $300,000,000 in aggregate principal amount of registered 6.375% Senior Unsecured Notes due 2017 of the Company to be issued in exchange for an equal aggregate principal amount of the Company’s outstanding unregistered 6.375% Senior Unsecured Notes due 2017.
We hereby confirm that the discussion of United States federal income tax matters contained in the Registration Statement under the heading “Certain Netherlands and U.S. Federal Tax Considerations—Material U.S. Federal Income Tax Consequences of the Exchange,” to the extent it states matters of law or legal conclusions and subject to the qualifications and limitations set forth therein, is our opinion.
We hereby consent to the filing of this opinion as an exhibit to the Registration Statement and to the reference to us under the heading “Legal Matters” in the Prospectus contained in such Registration Statement. In giving such consent, we do not thereby admit that we are in the category of persons whose consent is required under Section 7 of the Act.
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Very truly yours, |
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| This ‘F-4’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
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| Filed on: | 6/15/12 | None on these Dates | ||
| List all Filings | ||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 7/31/12 SEC UPLOAD¶ 10/18/17 1:175K AerCap Holdings N.V. 7/12/12 SEC UPLOAD¶ 10/18/17 1:132K AerCap Holdings N.V. |