The AES Corporation (NYSE: AES) announced today the early
results of its previously announced tender offers to purchase (each
offer a “Tender Offer” and collectively, the “Tender Offers”) for
cash, subject to certain terms and conditions, up to a total of
$300 million aggregate principal amount of its outstanding 7.375%
senior notes due 2021 (the “2021 Notes”) and 8.000% senior notes
due 2020 (the “2020 Notes” and, together with the 2021 Notes, the
“Securities”). Tendered Securities cannot be withdrawn after the
Withdrawal Deadline, which was 5:00 p.m., Eastern time, on March
27, 2017.
On March 14, 2017, AES commenced the Tender Offers to purchase
the Securities in accordance with the terms and conditions set
forth in the Offer to Purchase for Cash and related Letter of
Transmittal (collectively, the “Tender Offer Materials”). The
Tender Offers will expire at 11:59 p.m., Eastern time, on April 10,
2017 (the “Expiration Date”), unless extended or earlier terminated
by AES. Capitalized terms used in this announcement and not
otherwise defined shall have the meanings assigned to them in the
Tender Offer Materials.
According to information received from Global Bondholder
Services Corporation (“GBSC”), the Depositary and Information Agent
for the Tender Offers, as of 5:00 p.m., Eastern time, on March 27,
2017 (the “Early Tender Date”), AES had received valid tenders from
Holders of the Securities as outlined in the table below.
Title of Security
CUSIP Number
PrincipalAmountOutstanding
AcceptancePriority Level
AggregatePrincipal
AmountTendered
% Tendered 7.375% Senior Notes due 2021 00130HBS3
$965,797,000 1 $275,983,000 28.58% 8.000% Senior Notes due 2020
00130HBN4 $469,482,000 2 $156,456,000 33.33%
$1,435,279,000
$432,439,000
30.13%
The principal amounts of each series of Securities that are
purchased in the Tender Offers will be determined in accordance
with the acceptance priority levels set forth in the Offer to
Purchase and referenced in the table above, with 1 being the higher
acceptance priority level and 2 being the lower acceptance priority
level. All Securities validly tendered and not validly withdrawn in
the Tender Offer having a higher acceptance priority level will be
accepted before any tendered Securities having a lower acceptance
priority level are accepted in the applicable Tender Offer.
Securities of the series in the lower acceptance priority level
accepted for purchase in accordance with the terms and conditions
of the Tender Offers will be subject to proration so that AES will
only accept for purchase Securities up to a combined aggregate
principal amount of $300,000,000. Since the aggregate amount of
Securities validly tendered at or prior to the Early Tender Date
exceeds $300 million, Securities tendered after the Early Tender
Date will not be eligible for purchase. The 2020 Notes will be
accepted on a pro rata basis, subject to a proration factor of
approximately 15.8%.
The Early Settlement Date for Securities tendered at or prior to
the Early Tender Date and accepted for purchase is expected to
occur in no event later than March 28, 2017, but may change at AES’
option and is subject to all conditions to the Tender Offers having
been satisfied or waived by AES. Holders that tendered Securities
at or prior to the Early Tender Date and whose Securities are
accepted for payment, subject to the applicable priority level and
the proration procedures described in the Tender Offer Materials,
will be entitled to receive the Total Consideration, which includes
the Early Tender Premium, plus accrued and unpaid interest up to,
but not including, the Settlement Date.
Closing of the Tender Offers is subject to the conditions
described in the Tender Offer Materials. Full details of the terms
and conditions of the Tender Offers are set out in the Tender Offer
Materials, which are available from GBSC. AES may amend, extend or,
subject to applicable law, terminate the Tender Offers at any
time.
AES has retained Goldman, Sachs & Co. to serve as Dealer
Manager for the Tender Offers. GBSC has been retained to serve as
the Information and Depositary Agent for the Tender Offers.
Questions regarding the Tender Offers may be directed to Goldman,
Sachs & Co. at 200 West Street, 7th Floor, New York, New York
10282; Attn: Liability Management Group, (800) 828-3182
(toll-free), (212) 902-6941 (collect). Requests for the Tender
Offer Materials may be directed to GBSC at 65 Broadway – Suite 404,
New York, New York 10006, Attn: Corporate Actions, (212) 430-3774
(for banks and brokers) or (866) 470-4200 (for all others).
AES is making the Tender Offers only by, and pursuant to, the
terms of the Tender Offer Materials. None of AES, the Dealer
Manager, the Information and Depositary Agent make any
recommendation as to whether Holders should tender or refrain from
tendering their Securities. Holders must make their own decision as
to whether to tender Securities and, if so, the principal amount of
the Securities to tender. The Tender Offers are not being made to
holders of Securities in any jurisdiction in which the making or
acceptance thereof would not be in compliance with the securities,
blue sky or other laws of such jurisdiction. In any jurisdiction in
which the securities laws or blue sky laws require the Tender
Offers to be made by a licensed broker or dealer, the Tender Offers
will be deemed to be made on behalf of AES by the Dealer Manager,
or one or more registered brokers or dealers that are licensed
under the laws of such jurisdiction.
This press release does not constitute an offer to purchase
securities or a solicitation of an offer to sell any securities or
an offer to sell or the solicitation of an offer to purchase any
new securities, nor does it constitute an offer or solicitation in
any jurisdiction in which such offer or solicitation is
unlawful.
About AES
The AES Corporation (NYSE: AES) is a Fortune 200 global power
company. We provide affordable, sustainable energy to 17 countries
through our diverse portfolio of distribution businesses as well as
thermal and renewable generation facilities. Our workforce of
19,000 people is committed to operational excellence and meeting
the world’s changing power needs. Our 2016 revenues were $14
billion and we own and manage $36 billion in total assets. To
learn more, please visit www.aes.com. Follow AES on Twitter
@TheAESCorp.
Safe Harbor Disclosure
This news release contains forward-looking statements within the
meaning of the Securities Act of 1933 and of the Securities
Exchange Act of 1934. Forward-looking statements are not intended
to be a guarantee of future results, but instead constitute AES’
current expectations based on reasonable assumptions. Actual
results could differ materially from those projected in AES’
forward-looking statements due to risks, uncertainties and other
factors. Important factors that could affect actual results are
discussed in the Tender Offer Materials related to the Tender
Offers and AES’ filings with the SEC, including, but not limited
to, the risks discussed under Item 1A “Risk Factors” and Item 7
“Management’s Discussion & Analysis of Financial Condition and
Results of Operations” in AES’ 2016 Annual Report on Form 10-K and
in subsequent reports filed with the SEC. Readers are encouraged to
read AES’ filings to learn more about the risk factors associated
with AES’ business. AES undertakes no obligation to update or
revise any forward-looking statements, whether as a result of new
information, future events or otherwise.
Any Stockholder who desires a copy of the Company’s 2016 Annual
Report on Form 10-K filed on or about February 27, 2017 with the
SEC may obtain a copy (excluding Exhibits) without charge by
addressing a request to the Office of the Corporate Secretary, The
AES Corporation, 4300 Wilson Boulevard, Arlington, Virginia 22203.
Exhibits also may be requested, but a charge equal to the
reproduction cost thereof will be made. A copy of the Form 10-K may
be obtained by visiting the Company’s website at www.aes.com.
View source
version on businesswire.com: http://www.businesswire.com/news/home/20170328005727/en/
The AES CorporationInvestor Contact:Ahmed Pasha,
703-682-6451orMedia Contact:Amy Ackerman, 703-682-6399
AES (NYSE:AES)
Historical Stock Chart
From Mar 2024 to Apr 2024
AES (NYSE:AES)
Historical Stock Chart
From Apr 2023 to Apr 2024