AES extends early deadline of tender offer for notes

By Marisa Wong

Los Angeles, June 1 – AES Corp. has extended the early tender date for its previously announced cash tender offers for up to $1,584,000,000 aggregate purchase price of its outstanding notes from three series.

The early tender date is now 5 p.m. ET on June 3, extended from 5 p.m. ET on May 29, according to a press release.

As of the original early tender date, holders had tendered the following, with the notes listed in order of acceptance priority level and with the total consideration per $1,000 principal amount:

• $476,033,000 of the $500 million outstanding 4% senior notes due 2021 (Cusip: 00130HBZ7) for a total consideration of $1,026.70;

• $498,361,000 of the $613 million outstanding 4 7/8% senior notes due 2023 (Cusip: 00130HBT1) for a total consideration of $1,010.56; and

• $426,605,000 of the $500 million outstanding 4½% senior notes due 2023 (Cusip: 00130HCA1) for a total consideration of $1,024.75.

A $1,069,000,000 tender cap applies to the aggregate purchase amount of the two series of notes due 2023.

Previously, AES increased the tender cap for the two series of 2023 notes from $970 million and also upsized the combined aggregate purchase price from $1,485,000,000.

The total consideration includes an early tender premium of $30 per $1,000 of notes tendered by the early tender date. Those who tender after the early tender deadline will receive the total payment less the early tender premium.

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

Settlement is now expected to be June 5 for early tendered notes, amended from May 29, and June 16 for any remaining tenders.

As announced on May 15, AES is also soliciting consents to amend the notes’ indentures to eliminate restrictive covenants and events of default under the indentures and to shorten the notice requirements for optional redemption to three days from 30 days.

For approval, the proposed amendments require the consent of holders of a majority of the outstanding principal amount of each series. The company said it received the necessary consents as of 5 p.m. ET on May 29 and expects to promptly enter into a supplemental indenture effecting the proposed changes.

The consent solicitations and the tender offers will end at 11:59 p.m. ET on June 12.

Tenders may no longer be withdrawn.

The tender offers are conditioned on the company obtaining debt financing with enough proceeds, together with cash on hand and other available sources, to fund the offer, as previously reported.

Credit Suisse Securities (USA) LLC (212 538-5828) is the dealer manager and solicitation agent for the tender offers. Global Bondholder Services Corp. (212 430-3774 for banks and brokers or 866 470-4200 for others) is the information and depositary agent.

AES is an Arlington, Va.-based electric company.

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