Results Of Tender Offer Related To Tender Offer For Series A, B And C Notes Of White Pine Hydro, LLC
TORONTO, March 4, 2013 /PRNewswire/ -- BIF II US Renewable LLC (the "Offeror"), an affiliate of Brookfield Renewable Energy Partners, announced today that as of 11:59 p.m., New York City Time, on March 1, 2013 (the "Expiration Time"), its tender offer for $575,000,000 aggregate principal amount currently outstanding of the 6.31% Series A Notes due 2017 (the "Series A Notes"), 6.61% Series B Notes due 2027 (the "Series B Notes") and 6.96% Series C Notes due 2037 (the "Series C Notes") (collectively, the "Notes") of White Pine Hydro, LLC (the "Issuer"), has expired, and $503,900,000, or 87.63% of the Notes (the "Tendered Notes"), have been tendered and accepted for purchase pursuant to the Offeror's previously announced cash tender offer for any and all of the Notes (the "Tender Offer") and solicitation of consents (the "Consent Solicitation"), as described in the Offer to Purchase and Consent Solicitation Statement, dated January 31, 2013, as supplemented by Supplement No. 1, dated February 14, 2013 (as supplemented, the "Statement"), and a related Consent and Letter of Transmittal, dated January 31, 2013.
Under the terms of the Tender Offer, holders of the Series A Notes that validly tendered and did not withdraw their Notes prior to 5:00 p.m. New York City time, on February 22, 2013, (the "Early Consent Expiration ") are entitled to receive the Total Consideration (as set forth in the Statement) of $1,032.89 per $1,000.00 aggregate principal amount tendered of Notes, which included an early consent payment of $32.89 per $1,000.00 aggregate principal amount tendered of Notes. Holders of the Series B Notes that validly tendered and did not withdraw their Notes prior to the Early Consent Expiration are entitled to receive the Total Consideration of $1,033.26 per $1,000.00 aggregate principal amount of Notes, which included an early consent payment of $33.26 per $1,000.00 aggregate principal amount of Notes. Holders of the Series C Notes that validly tendered and did not withdraw their Notes prior to the Early Consent Expiration are entitled to receive the Total Consideration of $1,033.70 per $1,000.00 aggregate principal amount of the Notes, which included an early consent payment of $33.70 per $1,000.00 aggregate principal amount of Notes.
All holders of Tendered Notes will receive accrued and unpaid interest from the last interest payment date to, but not including the settlement date, which is expected to occur on or about March 6, 2013.
This news release does not constitute a notice of redemption under the optional redemption provision of the Indenture, nor does it constitute an offer to sell or the solicitation of an offer to buy any securities of the Offeror or the Issuer. Nor is it an offer to sell securities or a solicitation of an offer to buy securities in any state or jurisdiction where prohibited by law. The Tender Offer and Consent Solicitation were made pursuant to the Statement and the related consent and letter of transmittal, copies of which have been delivered to all Holders. Persons with questions regarding the Tender Offer and Consent Solicitation should contact the Tender Agent and Information Agent, D.F. King & Co., Inc. at (800) 758-5378 (toll free).Cautionary Statement Regarding Forward-Looking Information Forward-looking information provided in this news release relating to the Offeror's expectations regarding the Tender Offer, Consent Solicitation and the Offeror's or the Issuer's future prospects and financial position are forward-looking information within the meaning of applicable United States securities laws. The Offeror believes that expectations reflected in such information are reasonable, but no assurance is given that such expectations will be correct. Forward-looking information is based on the Offeror's beliefs and assumptions based on information available at the time the assumption was made and on management's experience and perception of historical trends, current conditions and expected further developments as well as other factors deemed appropriate in the circumstances. Investors are cautioned that there are risks and uncertainties related to such forward-looking information and actual results may vary. The forward-looking information is made as of the date of this news release and neither the Offeror nor the Issuer assumes any obligation to update or revise them to reflect new events or circumstances, except as explicitly required by securities laws.
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