PPL Energy holders tender $374.273 million 6%, 6.2% notes

By Susanna Moon

Chicago, March 17 - PPL Energy Supply, LLC investors tendered $99,582,000 of its 6% senior notes due 2036 and $274,691,000 of its 6.2% senior notes due 2016.

The tender offers expired at 11:59 p.m. ET on March 16.

On Feb. 17, the company began its cash tender offers for up to $250 million total principal amount of its $300 million of 6% senior notes due 2036, $500 million of 6.2% senior notes due 2016 and $300 million of 5.4% senior notes due 2014.

Because the principal amount of 6% notes and 6.2% notes tendered exceeded the $250 million maximum purchase amount, the 6.2% notes will be purchased on a pro rata basis. The proration factor will be about 54.76%.

PPL Energy previously terminated its tender offer for its 5.4% notes.

As of 5 p.m. ET on March 3, the early tender deadline, holders had tendered $99.58 million of the 6% notes, $273.58 million of the 6.2% notes and $40.68 million of the 5.4% notes.

Because the tendered amount already exceeds $250 million for the first-priority 6% notes and the second-priority 6.2% notes, the company said it will accept those notes on a pro rata basis and will terminate the offer for the third-priority 5.4% notes.

For each $1,000 principal amount, the company is offering $780 for the 6% notes and $950 for the 6.2% notes. It was offering $940 for the 5.4% notes. In each case, the payout includes a $30 early tender consideration for notes tendered by the early tender deadline.

The company will also pay accrued interest up to but excluding the settlement date, which is expected to be two business days following the expiration date.

If the principal amount of notes tendered in any series exceeds the remaining amount available to be purchased for that series, such notes, if accepted, will be accepted for purchase on a pro rata basis.

The tender offers will be funded with cash and cash equivalents on hand. The purpose of the tender offers is to reduce financing costs, according to a company news release.

Morgan Stanley (800 624-1808 or 212 761-5384) and Wachovia Securities (866 309-6316 or 704 715-8341) are dealer managers for the offers. D.F. King & Co., Inc. (800 628-8536 or 212 269-5550) is the tender agent and information agent.

PPL Energy Supply is an Allentown, Pa.-based subsidiary of PPL Corp. that generates and markets electric power.

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