Integrys raises consideration, extends early deadline of tender for 6% notes due 2073

By Wendy Van Sickle

Columbus, Ohio, Oct. 19 – Integrys Holding, Inc. increased the consideration of and extended the early tender time for its offer to purchase for cash up to $150 million of its $400 million outstanding 6% junior subordinated notes due 2073 (Cusip: 45822P204), according to a press release.

The early tender time is now 5 p.m. ET on Oct. 26, pushed back from 5 p.m. ET on Oct. 21.

Integrys is now offering a total consideration of $27.50 per $25 principal amount, increased from $27.20 per $25 principal amount. The total consideration still includes an early tender premium of $1.25 per $25 note tendered by the early tender time.

The offer will now expire at 11:59 p.m. ET on Nov. 4. It was announced on Oct. 7.

Holders who tender their notes after the early deadline but at or before the expiration time will be eligible to receive only the tender offer consideration of $26.25 per $25 note, which is the total consideration less the early tender premium.

A portion of the tender offer consideration or total consideration, as applicable, will represent accrued interest to but excluding the payment date. Holders will not receive any separate payment of accrued interest and will receive only the tender offer consideration or total consideration, as applicable, for notes accepted for purchase in the tender offer.

Tenders may be withdrawn at any time prior to 5 p.m. ET on Oct. 26.

Notes may be subject to proration if the amount of notes tendered exceeds the offer cap.

Notes tendered at or prior to the early tender time will be accepted for purchase in priority to notes tendered after the early deadline.

Integrys may choose to accept early tendered notes on an early settlement date, which is now expected to be Oct. 28.

The final settlement date, if any, is expected to occur on Nov. 8.

Integrys said it reserves the right, but is not obligated, to increase or decrease the maximum acceptance amount without extending the withdrawal deadline.

The tender offer is subject to a number of conditions.

From time to time in the future, the company may acquire notes that are not purchased in the tender offer through open market purchases, privately negotiated transactions, tender offers, exchange offers or otherwise.

Alternatively, on or after Aug. 1, 2023, the company may redeem any or all of the notes not purchased under the tender offer at par.

Barclays is the dealer manager for the offer (212 528-7581 or 800 438-3242).

Global Bondholder Services Corp. is the depositary and information agent (212 430-3774 or 866 470-3900).

Integrys is a wholly owned subsidiary of WEC Energy Group, Inc., a Milwaukee-based energy company with customers in Wisconsin, Illinois, Michigan and Minnesota.

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