Extension Of Early Consent Expiration For Series A, B And C Notes Of White Pine Hydro, LLC
TORONTO, Feb. 14, 2013 /PRNewswire/ -- BIF II US Renewable LLC (the "Offeror"), an affiliate of Brookfield Renewable Energy Partners, announced today that it has extended the Early Consent Expiration and Withdrawal Time of its offer to purchase for cash any and all of the outstanding Series A, B and C Notes of White Pine Hydro, LLC (the "Tender Offer and Consent Solicitation" for the "Notes" of the "Issuer") and has supplemented the Offer to Purchase and Consent Solicitation Statement, dated January 31, 2013 (as supplemented, the "Statement") to increase the Early Consent Payment offered in connection with the Tender Offer and Consent Solicitation and make certain other changes.
The Early Consent Expiration and Withdrawal Time were previously scheduled to expire at 5.00 p.m. New York City time, on February 15, 2013 and have been extended until 5.00 p.m. New York City time, on February 22, 2013 (the "Revised Early Consent Expiration and Withdrawal Time"), unless further extended by the Offeror in its sole discretion. The Offeror has also supplemented the Statement to increase the Early Consent Payment payable to each holder of the Notes (the "Holders") who validly tenders its Notes, and thereby delivers its consent to the Proposed Amendments set forth in the Statement, to the Tender Agent and Information Agent prior to the Revised Early Consent Expiration and Withdrawal Time. Such Holders who so validly tender and do not validly withdraw shall receive, in addition to a cash amount of $10.00 for each $1,000 principal amount of Notes offered and accepted by the Offeror for payment in the Tender Offer:
- An additional $15.00 for each $1,000 principal amount of Notes offered and accepted by the Offeror for payment in the Tender Offer;
- for each series of Notes the payment of an additional amount equal to 45 days of interest on each such series of the Notes; and
- an undertaking to provide additional consideration within 12 months of the Settlement Date in the event the Offeror or any of its affiliates repays, purchases, makes a subsequent tender offer for or redeems any series of Notes for consideration in excess of the Total Consideration set forth in the Statement as supplemented for each $1,000 principal amount of Notes of such series plus accrued and unpaid interest.
In addition, the Statement has been supplemented to amend and restate the Proposed Amendments relating to the definitions of "Permitted Refinancing" and "Change of Control" in the indenture under which the Notes were issued (the "Indenture") to clarify meaning. The Statement has also been supplemented to confirm the Offeror's intention to explore possible changes to the rating of the Notes.
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