Caithness Coso tenders for any and all 6.263% notes, 5.489% bonds

By Jennifer Chiou

New York, Sept. 18 - Caithness Coso Funding Corp. announced the launch of a cash tender offer for any and all of its $90 million of 6.263% subordinated secured notes due 2014 and its $375 million of 5.489% senior secured bonds due 2019.

The company also is soliciting consents to amend the note indentures to, among other things, eliminate substantially all of the restrictive covenants and certain events of default and certain proposed waivers that would waive the change-of-control offer provisions as well as the notice provisions required in connection with an optional redemption to allow it the flexibility to promptly redeem notes.

The company is seeking tenders from holders of at least 51% of each of the notes series.

The consent deadline is 5 p.m. ET on Oct. 1. The offer ends at midnight ET on Oct. 15.

For each $1,000 principal amount, the company will calculate its payout using the 4.75% Treasury due March 31, 2011 for the 6.263% notes and the 3.875% Treasury due Feb. 15, 2013 for the 5.489% bonds as well as a fixed spread of 50 basis points, minus accrued interest to, but not including, the settlement date multiplied by a scaling factor for principal amortization.

The payout will include a consent payment equal to $20.00 for those who tender prior to the early deadline.

Citi is the dealer manager and solicitation agent (call collect 212 723-6106 or 800 558-3745). Global Bondholder Services Corp. is the information agent and depositary (call collect 212 430-3774 or 866 470-4200).

As previously announced, under a purchase and sale agreement among certain owners of Caithness Energy LLC, certain subsidiaries of Caithness Energy and ArcLight Renewco Holdings, LLC, ArcLight has agreed to acquire a 100% direct ownership interest in Coso Finance Partners, Coso Energy Developers, Coso Power Developers, Coso Land Co., China Lake Joint Venture, New CLPSI Co., LLC, New RVPI Co., LLC and Coso Hay Ranch, LLC.

ArcLight will also have a 100% indirect ownership interest in the company and Coso Transmission Line Partners.

The offer is conditioned on the closing of the acquisition as well as sufficient financing.

Caithness Coso is a special-purpose entity of Caithness Energy, a privately held independent energy company with headquarters in New York City.

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