The AES Corporation (NYSE: AES) announced today the final
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 $250,000,000
of its outstanding 7.375% senior notes due 2021 (the “2021 Notes”),
4.875% senior notes due 2023 (the “2023 Notes”), 5.500% senior
notes due 2024 (the “2024 Notes”) and 5.500% senior notes due 2025
(the “2025 Notes” and, together with the 2021 Notes, the 2023 Notes
and the 2024 Notes, the “Securities”). The Tender Offers expired at
11:59 p.m., New York City time, on January 26, 2016 (the
“Expiration Date”).
On December 28, 2015, 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”).
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 the Expiration Date, AES had received
valid tenders from Holders of the Securities as outlined in the
table below.
Title of Security
CUSIP Number
Acceptance Priority
Level
Principal Amount Outstanding
Prior to the Commencement of the Tender
Offers
Aggregate Principal Amount
Accepted at Early Settlement
Aggregate Principal Amount
Tendered After the Early Tender Date
Total % Tendered
4.875% SeniorNotes due 2023
00130HBT1 1 $750,000,000 $36,931,000 — 4.92%
5.500% SeniorNotes due 2025
00130HBW4 2 $575,000,000 $1,783,000 — 0.31%
5.500% SeniorNotes due 2024
00130HBU8 3 $750,000,000 $12,120,000 $154,000 1.64%
7.375% SeniorNotes due 2021
00130HBS3,00130HBR5 (144A)
4 $1,000,000,000 $34,122,000 $81,000 3.42%
$3,075,000,000 $84,956,000
$235,000
AES previously accepted for purchase $34,122,000 principal
amount of 2021 Notes, $36,931,000 principal amount of 2023 Notes,
$12,120,000 principal amount of 2024 Notes and $1,783,000 principal
amount of 2025 Notes, in each case validly tendered and not validly
withdrawn at or prior to 5:00 p.m., New York City time, on January
11, 2016 (the “Early Tender Date”) and made payment for such
accepted Securities on January 12, 2016 (the “Early Settlement
Date). Holders of such Securities tendered prior to the Early
Tender Date received the Total Consideration, which included the
Early Tender Premium, plus accrued and unpaid interest up to, but
not including, the Early Settlement Date.
A total of $81,000 principal amount of 2021 Notes and $154,000
principal amount of 2024 Notes were validly tendered after the
Early Tender Date and on or prior to the Expiration Date. The Final
Settlement Date for such Securities accepted for purchase is
expected to occur in no event later than January 27, 2016, but may
change at AES’ option and is subject to all conditions to the
Tender Offers having been satisfied or waived by AES. As described
in the Tender Offer Materials, Holders of such Securities tendered
after the Early Tender Date and on or prior to the Expiration Date
will receive the Tender Offer Consideration, which does not include
the Early Tender Premium, plus accrued and unpaid interest up to,
but not including, the Final 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 J.P. Morgan Securities LLC to serve as Dealer
Manager for the Tender Offers. Global Bondholder Services
Corporation has been retained to serve as the Information and
Depositary Agent for the Tender Offers. Questions regarding the
Tender Offers may be directed to J.P. Morgan Securities LLC at 383
Madison Avenue, New York, New York 10179; Attn: Liability
Management Group, (866) 834-4666 (toll-free), (212) 834-3424
(collect). Requests for the Tender Offer Materials may be directed
to Global Bondholder Services Corporation 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 18 countries
through our diverse portfolio of distribution businesses as well as
thermal and renewable generation facilities. Our workforce of
18,500 people is committed to operational excellence and meeting
the world’s changing power needs. Our 2014 revenues were $17
billion and we own and manage $39 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’ 2014 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 AES’ 2014 Annual Report on
Form 10-K filed on or about February 26, 2015 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 AES’ website at www.aes.com.
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version on businesswire.com: http://www.businesswire.com/news/home/20160127005325/en/
The AES CorporationInvestor Contact:Ahmed Pasha,
703-682-6451orMedia Contact:Amy Ackerman, 703-682-6399
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