Edison International offers to buy 5% and 5.375% preferreds for up to $750 million

By Marisa Wong

Los Angeles, Oct. 11 – Edison International has begun cash tender offers to purchase its outstanding $750 million 5% fixed-rate reset cumulative perpetual preferred stock, series B, and $1.25 billion 5.375% fixed-rate reset cumulative perpetual preferred stock, series A, for a maximum aggregate purchase price of up to $750 million, plus accrued dividends, according to a press release.

The offer price is $895 per $1,000 liquidation preference per share of series B preferred stock and $915 per $1,000 liquidation preference per share of series A preferred stock.

The company will also pay accrued dividends up to but excluding the settlement date.

The series B preferreds have priority in acceptance over the series A preferreds, so all tendered series B preferreds will be accepted for purchase before any tendered series A preferreds are accepted.

If the offer is oversubscribed, tendered series A preferreds will be subject to proration.

Securities tendered may be withdrawn at any time on or prior to the expiration date.

The offers will expire at 8 a.m. ET on Nov. 8.

The offer is subject to a minimum tender condition, namely the tendering of a number of securities that would result in a total purchase price of at least $300 million.

The company said it intends to fund the offer with cash on hand, proceeds of debt issuances, which may include commercial paper and junior subordinated notes, or a combination of those. In any case, the company intends to replace the equity content of any repurchased securities.

Barclays (800 438-3242 or 212 528-7581), Citigroup Global Markets Inc. (800 558-3745 or 212 723-6106) and Mizuho Securities USA LLC (866 271-7403 or 212 205-7562) are the dealer managers for the offers.

Global Bondholder Services Corp. (212 430-3774 or 855 654-2015) is acting as the tender agent and information agent.

The electric utility holding company is based in Rosemead, Calif.

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