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, its outstanding 7.75% Senior Notes due 2015 (the “2015 Notes”), 9.75% Senior Notes due 2016 (the “2016 Notes”) and 8.00% Senior Notes due 2017 (the “2017 Notes” and, together with the 2015 Notes and the 2016 Notes, the “Securities”). AES also announced that it increased the maximum aggregate principal amount of the Securities that may be purchased pursuant to the Tender Offers from $300,000,000 for the Securities to $415,000,000 for the Securities (the “Tender Cap Amount”). Tendered Securities cannot be withdrawn after the Withdrawal Deadline, which was 5:00 p.m., New York City time, on February 28, 2014.
On February 14, 2014, AES commenced the Tender Offers to purchase the Securities in accordance with the terms and conditions set forth in the Offers to Purchase for Cash and related Letter of Transmittal (collectively, the “Tender Offer Materials”). The Tender Offers will expire at 11:59 p.m., New York City time, on March 14, 2014 (the “Expiration Date”), unless extended or earlier terminated by AES. As discussed in more detail in the Tender Offer Materials, AES reserves the right, but is under no obligation, to increase or decrease the Tender Cap Amount, at any time, subject to compliance with applicable law. 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., New York City time, on February 28, 2014 (the “Early Tender Date”), the Company had received valid tenders from Holders of the Securities as outlined in the table below.
|Title of Security||CUSIP Number||Principal Amount Outstanding||Acceptance Priority Level||Aggregate Principal Amount Tendered||% Tendered|
|8.00% Senior Notesdue 2017||00130HBH7||$1,150,000,000||1||$711,993,000||61.91%|
|7.75% Senior Notesdue 2015||00130HBL8||$356,000,000||2||$245,100,000||68.85%|
|9.75% Senior Notesdue 2016||00130HBQ7||$368,826,000||3||$110,286,000||29.90%|
After giving effect to the increase of the Tender Cap Amount, 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 highest acceptance priority level and 3 being the lowest 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 lowest 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 $415,000,000. Accordingly, as described in the Offer to Purchase, Securities with acceptance priority levels 2 and 3, the 2015 Notes and 2016 Notes, respectively, are not expected to be accepted for purchase pursuant to the Tender Offers, based upon the amount of Securities with acceptance priority level 1 validly tendered and not withdrawn at or before the Early Tender Time.
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