PPL Capital provides final results of tender offer for multiple series

Chicago, July 16 – PPL Capital Funding Inc. announced the expiration and final results of its tender offer to purchase certain outstanding debt securities, according to a press release on Friday evening.

The offers expired at 11:59 p.m. ET on July 13.

PPL has accepted for purchase $1,961,603,000 aggregate principal amount of the securities that were validly tendered by the early deadline at 5 p.m. ET on June 28. Early settlement occurred on June 30.

After the early tender date, no additional securities were validly tendered before the expiration time.

According to the indentures governing the notes, PPL redeemed all of the remaining notes in the any-and-all offer on July 15, at par.

PPL Capital Funding also redeemed at par all of its outstanding 5.9% 2013 series B junior subordinated rate notes due 2073 on July 15. The notes were redeemed at par plus interest to the redemption date.

Any-and-all offer recap

PPL received the following amounts of tenders for the four series listed below and accepted all notes tendered:

• $117,209,000 of the $400 million outstanding 4.2% senior notes due 2022 (Cusip: 69352PAD5), priced at $1,034.85 using the 1.75% U.S. Treasury due June 15, 2022 plus 45 basis points;

• $155,331,000 of the $400 million outstanding 3.5% senior notes due 2022 (Cusip: 69352PAE3), priced at $1,042.83 using the 0.125% U.S. Treasury due Nov. 30, 2022 plus 30 bps;

• $210.62 million of the $600 million outstanding 3.4% senior notes due 2023 (Cusip: 69352PAF0), priced at $1,055.37 using the 0.125% U.S. Treasury due May 31, 2023 plus 25 bps; and

• $194,342,000 of the $350 million outstanding 3.95% senior notes due 2024 (Cusip: 69352PAK9), priced at $1,089.66 using the 0.25% U.S. Treasury due March 15, 2024 plus 20 bps.

Capped offer

In the capped offer, PPL accepted the following tendered notes:

• All of the $229,189,000 tendered of the $300 million outstanding 4.7% senior notes due 2043 priced at $1,268.47 using the 2.25% U.S. Treasury due May 15, 2041 plus 95 bps;

• All of the $222,876,000 tendered of the $400 million outstanding 5% senior notes due 2044 priced at $1,323.86 using the 2.25% U.S. Treasury due May 15, 2041 plus 95 bps;

• All of the $263,155,000 tendered of the $500 million outstanding 4% senior notes due 2047 priced at $1,183.84 using the 1.875% U.S. Treasury due Feb. 15, 2051 plus 85 bps;

• All of the $568,881,000 tendered of the $1 billion outstanding 4.125% senior notes due 2030 priced at $1,166.77 using the 1.625% U.S. Treasury due May 15, 2031 plus 50 bps; and

• None of the $323,926,000 tendered of the $650 million outstanding 3.1% senior notes due 2026 with pricing that was to be determined using the 0.75% U.S. Treasury due May 31, 2026 plus 35 bps.

The capped tender offer had been modified to accept all of the notes from the first four acceptance levels of the five series in the capped offer that were tendered by the early deadline.

With the cap lifted and the offering oversubscribed, no more tenders for the capped notes were able be accepted after the early tender deadline.

Details

Pricing included $30 per $1,000 note early tender payment under each offer if they were tendered by the early deadline. Investors were also to receive interest to the relevant settlement date.

The early tender time was also the withdrawal deadline.

J.P. Morgan Securities LLC (212 834-3424, 866 834-4666), Barclays (800 438-3242, 212 528-7581) and Morgan Stanley & Co. LLC (800 624-1808, 212 761-1057) are the lead dealer managers for the tender offers.

BMO Capital Markets Corp., RBC Capital Markets, LLC and Scotia Capital (USA) Inc. are the co-dealer managers.

The information agent and tender agent is D.F. King & Co., Inc. (212 269-5550, 877 283-0323, ppl@dfking.com).

The energy and utility holding company is based in Allentown, Pa. The issuer is a wholly owned subsidiary of PPL Corp.

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