AES gives early tally of tenders for three notes, adjusts tender caps

By Marisa Wong

Los Angeles, June 4 – AES Corp. announced the early results of its cash tender offers for up to $1,584,000,000 aggregate purchase price of its outstanding notes from three series.

AES has lowered the aggregate purchase price for all the offers to $1,432,949,264.30 from $1,584,000,000, according to a Thursday press release.

AES also amended the aggregate purchase price of its two series of 2023 notes to $942,145,596.30 from $1,069,000,000.

As of 5 p.m. ET on June 3, the 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:

• $478.04 million of the $500 million outstanding 4% senior notes due 2021 (Cusip: 00130HBZ7) for a total consideration of $1,026.70;

• $498,605,000 of the $613 million outstanding 4 7/8% senior notes due 2023 (Cusip: 00130HBT1) for a total consideration of $1,010.56; and

• $427.69 million of the $500 million outstanding 4½% senior notes due 2023 (Cusip: 00130HCA1) for a total consideration of $1,024.75.

The total consideration includes an early tender premium of $30 per $1,000 of notes tendered by the early tender date.

Settlement for the early tenders is expected to be on June 5.

Because the aggregate purchase price of the securities tendered by the early tender date and accepted for purchase is equal to the overall tender cap and the aggregate purchase price of the early tendered 2023 notes matches the cap for the 2023 notes, the company does not expect to accept for purchase any securities tendered after the early deadline.

Settlement is expected to be June 5 for early tendered notes, previously amended from May 29.

The early tender date had been extended from 5 p.m. ET on May 29, according to a prior announcement.

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

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.

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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