AES extends tender offer for notes by one day

AES Corp. said it extended the expiration date of its tender offer for its outstanding senior subordinated notes to 9.00 a.m. ET on May 8 from 5.00 p.m. ET May 7.

The Arlington, Va. energy company said it extended the tender so that it could close concurrently with the closing of its $1.8 billion note offering.

As of 5.00 p.m. ET on May 7, AES said $18.915 million of its 10.25% senior subordinated notes due 2006, $40.558 million of its 8.375% senior subordinated notes due 2007, $34.643 million of its 8.50% senior subordinated notes due 2007 and $9.742 million of its 8.875% senior subordinated notes due 2027 had been tendered.

AS PREVIOUSLY ANNOUNCED: AES said on May 1 that it had extended its previously announced offer to buy a portion of its outstanding senior and senior subordinated debt at a discount from its par value, and had raised the amount of five of the nine series of notes that it is offering to buy.

AES said that the offer for five series of senior notes was extended to 8 a.m. ET on May 15, while the deadline for four series of senior subordinated notes was extended to 5 p.m. ET on May 7, with both deadlines subject to possible further extension. The previous deadline for both classes of notes was 5 p.m. ET on May 6.

AES, which is funding the tender offer for the notes using a portion of the proceeds from its sale of new bonds, announced that it had priced a total of $1.8 billion of the new notes, up from the originally announced deal size. It said it planned to use $1.075 billion of the proceeds to purchase the existing notes (based on the notes tendered as of 5:00 p.m. ET on May 1), with $475 million to be used to repay a portion of its senior secured credit facility debt and the remainder to be used for general corporate purposes. Previously it had planned to buy $525 million of the notes.

AES raised the aggregate principal amount of its 8% Series A senior notes due 2008 that it will purchase to $43.797 million from the originally announced $20 million. As of 5 p.m. ET on May 1, $53.982 million of the notes had been tendered, out of the $199.022 million currently outstanding.

It raised the amount of its 8¾% Series G senior notes due 2008 that it will purchase to $161.398 million from the originally announced $40 million. As of May 1, $198.931 million of the notes had been tendered, out of the $400 million currently outstanding.

It raised the amount of its 9½% Series B senior notes due 2009 that it will purchase to $252.951 million from the originally announced $75 million. As of May 1, $311.774 million of the notes had been tendered, out of the $750 million currently outstanding.

It raised the amount of its 9 3/8% Series C senior notes due 2010 that it will purchase to $414.345 million from the originally announced $86 million. As of May 1, $510.699 million of the notes had been tendered, out of the $850 million currently outstanding.

It raised the amount of its 8 7/8% Series E senior notes due 2011 that it will purchase to $223.504 million from the originally announced $54 million. As of May 1, $275.479 million of the notes had been tendered, out of the $536.69 million currently outstanding.

AES did not raise the aggregate principal amounts of the four series of senior subordinated notes for which it is tendering, leaving them instead at previously announced levels.

It said that as of May 1, $18.915 million of its 10 ¼% senior subordinated notes due 2006 had been tendered, out of the $217.05 million currently outstanding (AES is tendering for up to $55 million principal amount of the notes).

As of May 1, $40.116 million of its 8 3/8% senior subordinated notes due 2007 had been tendered, out of the $303.290 million currently outstanding (AES is tendering for up to $77 million principal amount of the notes).

As of May 1, $27.138 million of its 8½% senior subordinated notes due 2007 had been tendered, out of the $338.25 million currently outstanding (AES is tendering for up to $86 million principal amount of the notes).

And as of May 1, $4.952 million of its 8 7/8% senior subordinated notes due 2027 had been tendered, out of the $125 million currently outstanding (AES is tendering for up to $32 million principal amount of the notes).

All other previously announced terms of the tender offer remain unchanged.

Citigroup - formerly Salomon Smith Barney - (call the Liability Management Group at 1-800 558-3745) and UBS Warburg LLC (call the Liability Management Group at 1-888-722-9555, ext. 8035) are the joint dealer managers for the tender offer. Wells Fargo Bank Minnesota, N.A. (call 1-800-344-5128) is the depositary and information agent in connection with the tender offer.

Iron Mountain completes 8 ¾% '09 notes tender offer

Iron Mountain Inc. (B2/B) said on Wednesday (May 7) that its previously announced tender offer for all of its outstanding 8¾% senior notes due 2009, and the related consent solicitation, had expired as scheduled at 12 midnight ET on Tuesday (May 6), without extension.

The company said that as of that deadline, it had received tenders from the holders of $143.317 million of the notes, or 65.1% of the outstanding principal amount, leaving $76.683 million untendered and still outstanding (the company had previously announced that these had been called for redemption later this month).

Bear, Stearns & Co. Inc. (contact the Global Liability Management Group toll-free at 877- 696-2327) was the exclusive Dealer Manager and Solicitation Agent in connection with the tender offer and consent solicitation. D.F. King & Co., Inc. (call toll-free at 800- 488-8075) was the Information Agent.

AS PREVIOUSLY ANNOUNCED: Iron Mountain, a Boston-based document and record storage company, said on April 8 that it would begin a cash tender offer for any and all of its $220 million remaining principal amount of outstanding 8¾% notes, and would also seek the consent of the noteholders to proposed indenture changes, which would eliminate certain restrictive covenants.

It said the tender offer would expire at midnight ET on May 6, while the consent deadline would be 5 p.m. ET on April 22, with both deadlines subject to possible extension. Holders tendering their notes would be required to consent to the proposed amendments, and could not tender their notes without delivering consents or deliver consents without tendering their notes.

The company said that holders validly tendering their notes and delivering their consents by the consent deadline would receive total consideration of $1,043.75 per $1,000 principal amount of notes tendered, including a consent payment of $30 per $1,000 principal amount. Iron Mountain said it anticipated paying the total consideration promptly after the consent date for notes validly tendered by that deadline and accepted for purchase.

It said that holders validly tendering their notes after the consent date, but prior to the tender offer expiration deadline would receive as payment for their notes the total consideration minus the $30 consent payment, or $1,013.75 per $1,000 principal amount of notes tendered. The company said it expects to make payment on those notes accepted for purchase promptly after the expiration date.

It further said that all holders validly tendering their notes would also be paid accrued and unpaid interest up to - but not including - the date of payment for the notes.

Iron Mountain said it planned to finance the tender offer and consent solicitation with a portion of the net proceeds from its proposed offering of $250 million of new 7¾% senior subordinated notes due 2015, which was announced separately but concurrently with the tender offer. It said that completion of this financing would be one of the conditions to Iron Mountain's obligations to accept notes for payment under the terms of the tender offer. (High yield syndicate sources said on April 9 that Iron Mountain had sold an upsized $300 million offering of the new 7 ¾% notes at 104).

On April 23, Iron Mountain said that holders of approximately 65% of the $220 million of 8 ¾% notes had tendered their securities and had delivered consents by the consent deadline (5 p.m. ET on April 22). Iron Mountain said the response to the consent solicitation allowed it to eliminate or modify certain covenants in the note indenture.

The company continued its previously announced tender offer for the notes, which was scheduled to expire at 12 midnight ET on May 6.

It further said that it was calling for redemption any and all of the notes that might be left outstanding following the completion of the tender offer. The redemption date for any remaining notes will be May 23, at a redemption price of $1,043.75 per $1,000 principal amount of notes redeemed, plus accrued and unpaid interest up to May 23.

Semco Energy plans note sale, will prepay bonds with proceeds

Semco Energy Inc. said on Wednesday that it is planning a Rule 144A offering of $300 million senior notes, some of which will mature in 2008 and some in 2013, with a portion of the proceeds of the offering to be used to retire or prepay existing bond debt.

Semco, a Farmington Hills, Mich.-based natural gas distributor, said that it intends to use the proceeds of the offering to retire its 8.95% Remarketable or Redeemable Securities due 2008 and to prepay its 8% senior notes due 2004, its 7.20% senior notes due 2007 and its 8.32% senior notes due 2024.

A portion of the proceeds will also be used to pay associated transaction fees, charges and expenses, and for working capital and general corporate purposes.

The company said the offering is being done concurrently with the amendment of Semco's existing bank credit facility and an extension of its 364-day facility.

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