NEW YORK, Sept. 20, 2017 /PRNewswire/ -- This
evening, Colbún, S.A. (the
"Company") announced that Merrill Lynch, Pierce, Fenner & Smith
Incorporated (the "Offeror") has commenced an offer to purchase
(the "Offer") any and all of the Company's 6.000% Notes due 2020
(the "Notes") for cash upon the terms and subject to the conditions
set forth in an Offer to Purchase dated the date hereof (as it may
be amended or supplemented from time to time, the "Offer to
Purchase").
The table below summarizes certain payment terms of the
Offer:
Description
of Notes
|
CUSIP/
ISIN Nos.
|
Outstanding
Principal
Amount
|
Tender Offer
Consideration
(1)(2)
|
Early Tender
Payment (1)
|
Total
Consideration
(1)(2)
|
6.000%
Notes due
2020
|
192714AA1 /
US192714AA18
P2867KACO / USP2867KACO1
|
U.S.$500,000,000
|
U.S.$1,063.80
|
U.S.$30.00
|
U.S.$1,093.80
|
_____________
|
(1)
Per
U.S.$1,000 principal amount of Notes.
|
(2)
Excludes
accrued interest, which will be paid in addition to the Tender
Offer Consideration or the Total Consideration, as
applicable.
|
The Offer will expire at 11:59
p.m., New York City time,
on October 18, 2017, unless extended
or earlier terminated by the Offeror (this date and time, including
as extended or earlier terminated, the "Expiration Date").
The early tender deadline for the Offer will be 5:00 p.m.,
New York City time, on
October 3, 2017 (this date and
time, including as extended or earlier terminated by the Offeror,
the "Early Tender Date"). Holders of the Notes must validly
tender their Notes at or before the Early Tender Date to be
eligible to receive the Early Tender Payment. Notes tendered
may be withdrawn prior to 5:00 P.M.,
New York City time, on
October 3, 2017, but not thereafter,
except as required by applicable law.
Subject to the terms and conditions of the Offer being satisfied
or waived and to the Offeror's right to amend, extend, terminate or
withdraw the Offer, the Company expects that payment for all Notes
validly tendered at or before the Early Tender Date and accepted by
the Offeror will occur promptly following the Early Tender Date
(the "Early Settlement Date," which is expected to be the fourth
business day after the Early Tender Date, but which may change
without notice). The Company expects that payment for all
Notes validly tendered after the Early Tender Date and at or before
the Expiration Date and accepted by the Offeror will occur promptly
following the Expiration Date (the "Final Settlement Date," which
is expected to be the first business day after the Expiration Date,
but which may change without notice).
Holders of Notes who validly tender and do not validly withdraw
their Notes at or before the Early Tender Date and whose Notes are
accepted for purchase by the Offeror will receive the Total
Consideration set forth above, which includes the Early Tender
Payment. Holders of Notes who validly tender their Notes
after the Early Tender Date and at or before the Expiration Date
and whose Notes are accepted for purchase by the Offeror will
receive the Tender Consideration set forth above. In
addition, Holders of Notes who validly tender Notes in the Offer,
and whose tender of Notes are accepted by the Offeror, will receive
accrued and unpaid interest from and including the most recent
interest payment date through the Early Settlement Date or the
Final Settlement Date, as applicable.
The Company has consented to the Offeror making the Offer.
The Company is not making the Offer. It is intended that the
Notes purchased by the Offeror in the Offer will be exchanged (the
"Exchange") by the Offeror with the Company for certain new notes
to be issued in a new offering by the Company (the "New
Offering"). The Offeror's obligation to accept for purchase
and to pay for Notes validly tendered and not withdrawn pursuant to
the Offer is conditioned upon, among other things, the pricing of
the New Offering on terms satisfactory to the Company and the New
Offering having not been terminated prior to the Early Settlement
Date. No assurance can be given that the New Offering will be
priced on the terms currently envisioned or at all.
Additional conditions to the Offer are described in the Offer to
Purchase. The Offeror may amend, extend, terminate or
withdraw the Offer.
Merrill Lynch, Pierce, Fenner & Smith Incorporated,
Santander Investment Securities Incorporated, and Scotia Capital
(USA) Incorporated are the dealer
managers for the Offer. D.F.
King & Company, Incorporated has been appointed as the
tender agent and information agent for the Offer.
Persons with questions regarding the Offer should contact
Merrill Lynch, Pierce, Fenner & Smith Incorporated at (888)
292-0070 (toll-free) or (646) 855-8988 (collect), Santander
Investment Securities Incorporated at (855) 404-3636 (toll-free) or
(212) 940-1442 (collect), or Scotia Capital (USA) Incorporated at (800) 372-3930
(toll-free) or (212) 225-5559 (collect).
The Offer to Purchase will be distributed to holders of Notes
promptly. Holders who would like copies of the Offer to
Purchase may call the information agent, D.F. King & Company, Incorporated at (212)
269-5550 or (800) 714-3312 (toll free) or by e-mail at
colbun@dfking.com.
This press release is for informational purposes only and is not
a recommendation, an offer to purchase, or a solicitation of an
offer to sell with respect to any securities. The Offer is
being made solely pursuant to the Offer to Purchase that is being
distributed to the holders of Notes. The Offer is not being
made to, nor will tenders be accepted from or on behalf of, holders
of Notes in any jurisdiction in which the making of the Offer or
the acceptance thereof would not comply with the laws of that
jurisdiction. Further, this press release is not an offer to
sell or the solicitation of an offer to buy any securities.
Forward-Looking Statements
This release and the Offer to Purchase contain words, such as
"believe," "intend," "estimate," "expect," "could," "may," "will,"
"plan," "target," "project," "potential," "predict," "forecast,"
"guideline," "should," "anticipate" and similar expressions, that
identify forward-looking statements reflecting the Company's views
about future events and financial performance. Words such as
"believe," "could," "may," "will," "anticipate," "plan," "expect,"
"intend," "target," "estimate," "project," "potential," "predict,"
"forecast," "guideline," "should" and similar expressions are
intended to identify forward-looking statements, but are not the
exclusive means of identifying these statements. Statements
that are not historical facts, including statements about the
Company's strategy, plans, objectives, assumptions, prospects,
beliefs and expectations, are forward-looking statements.
Forward-looking statements are not guarantees of future performance
and involve inherent risks and uncertainties. These
forward-looking statements are based on current plans, estimates
and projections, and therefore you should not place undue reliance
on them. Although the Company believes the assumptions upon
which these forward-looking statements are based are reasonable,
any of these assumptions could prove to be inaccurate and the
forward-looking statements based on these assumptions could be
incorrect. Actual results could differ materially and adversely
from those expressed or implied by the forward-looking statements
as a result of various factors that may be beyond the Company's
control, including but not limited to those described in the Offer
to Purchase. These statements speak only as of their dates,
and the Company does not undertake any obligation to update or
revise any of them as a result of new information, future events or
otherwise.
About the Company
Colbún S.A. is a Chilean publicly traded
corporation dedicated to the generation and supply of
electricity in Chile and
Peru.
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SOURCE Colbún, S.A.