AES Andes S.A. Announces Early Tender Results of its Offer to Purchase for Cash Up to U.S.$200,000,000 Aggregate Maximum Purchase Price of its 6.350% Junior Subordinated Capital Notes due 2079

SANTIAGO, Chile, Dec. 6, 2022 /PRNewswire/ -- AES Andes S.A. ("AES Andes" or the "Company") today announced:

• the early results of the previously announced offer to purchase for cash (the "Tender Offer") up to U.S.$200,000,000 Aggregate Maximum Purchase Price of its outstanding 6.350% Junior Subordinated Capital Notes due 2079 (the "Notes"); and
• holders of Notes validly tendered prior to the Expiration Date are eligible to receive the Total Consideration (as set forth in the table below), which includes the Early Tender Premium (each term, as defined below);
• the amendment of the Final Settlement Date (as defined below) to December 22, 2022.

Except as amended hereby, the Tender Offer will take place upon the terms and conditions described in AES Andes' Offer to Purchase dated November 22, 2022 (the "Offer to Purchase"). Terms used in this announcement and not otherwise defined have the meanings assigned to them in the Offer to Purchase.

According to information received from Global Bondholder Services Corporation ("GBSC"), the Depositary and Information Agent for the Tender Offer, as of 5:00 p.m., New York City time, on December 6, 2022 (that date and time, the "Early Tender Time"), AES Andes had received valid tenders from holders of the Notes as outlined in the table below.

In addition, the Company hereby amends the Offer to Purchase so that (i) holders of Notes that are validly tendered prior to the Expiration Date and accepted for purchase pursuant to the Tender Offer will receive the Total Consideration (as set forth in the table above), which includes the early tender premium of U.S.$30.00 as set forth in the Offer to Purchase (the "Early Tender Premium") and (ii) subject to the Aggregate Maximum Purchase Price, Notes that are validly tendered and accepted in the Tender Offer after the Early Tender Time and prior to the Expiration Date, are expected to be purchased on December 22, 2022 (the "Final Settlement Date").

The Withdrawal Deadline for holders to validly withdraw tenders of Notes has passed. Accordingly, any Notes validly tendered before the Early Tender Time and any additional Notes that are tendered at or prior to 11:59 p.m., New York City time, on December 20, 2022 (the "Expiration Date") may no longer be validly withdrawn, except in the limited circumstances described in the Offer to Purchase. 

The Tender Offer is subject to the conditions described in the Offer to Purchase. Subject to the satisfaction or waiver of all conditions to the Tender Offer described in AES Andes' Offer to Purchase having been either satisfied or waived by AES Andes, AES Andes intends to accept for purchase all of the Notes validly tendered (and not validly withdrawn) before the Early Tender Time. These Notes will be purchased on December 9, 2022 (the "Early Settlement Date"). In addition, subject to the Aggregate Maximum Purchase Price, AES Andes intends to accept for purchase any remaining Notes that are validly tendered and accepted in the Tender Offer prior to the Expiration Date. Any such remaining Notes are expected to be purchased on the Final Settlement Date.

Payments for the Notes purchased will include accrued and unpaid interest from and including the last interest payment date applicable to the Notes up to, but not including the Early Settlement Date (as such term is defined in the Offer to Purchase). Holders of Notes that were validly tendered (and not validly withdrawn) prior to either the Early Tender Time (in respect of the Early Settlement Date) or the Expiration Date (in respect of the Final Settlement Date) and accepted for purchase pursuant to the Tender Offer will receive the Total Consideration (as set forth in the table above), which includes the Early Tender Premium.

The Tender Offer remains open and is scheduled to expire on the Expiration Date.

Full details of the terms and conditions of the Tender Offer are set forth in the Offer to Purchase, which is available from GBSC.

BofA Securities, Inc. is the Dealer Manager in the Tender Offer. Global Bondholder Services Corporation has been retained to serve as the Depositary and Information Agent for the Tender Offer. Persons with questions regarding the Tender Offer should contact BofA Securities, Inc. at 800-292-0070 (toll free) or 646-855-8988 (collect). Requests for the Offer to Purchase should be directed to GBSC at (toll free) GBSC at 855-654-2014.

None of the Company, its board of directors, its officers, the Dealer Manager, the Depositary and Information Agent or the Trustee with respect to the Notes, or any of their respective affiliates, makes any recommendation that holders tender or refrain from tendering all or any portion of the principal amount of their Notes, and no one has been authorized by any of them to make such a recommendation. Holders must make their own decision as to whether to tender their Notes and, if so, the principal amount of Notes to tender.

The Notes were not and have not been registered under the Securities Act of 1933, as amended (the "Securities Act").  The Notes were offered only to qualified institutional buyers pursuant to Rule 144A under the Securities Act and to persons outside the United States pursuant to Regulation S of the Securities Act. Unless registered, the Notes may not be offered or sold in the United States except pursuant to an exemption from the registration requirements of the Securities Act and applicable state securities laws.

This press release is not an offer to purchase or a solicitation of an offer to purchase with respect to any Notes or any other securities. The Tender Offer is being made solely pursuant to the terms of the Offer to Purchase. The Tender Offer is not being made to holders of Notes in any jurisdiction in which the making or acceptance thereof would not be in compliance with the securities, blue sky or other laws of such jurisdiction. The Offer to Purchase does not constitute an offer to purchase in Chile or to any resident of Chile, except as permitted by applicable Chilean law.

Forward-Looking Statements

This press release may contain forward-looking statements within the meaning of Section 27A of the Securities Act and Section 21E of the U.S. Securities Exchange Act of 1934 that are not based on historical facts and are not assurances of future results.  These forward-looking statements are based on management's current expectations and estimates about future events and financial trends, which affect or may affect the Company's businesses and results of operations.  The words "believe," "may," "will," "estimate," "continue," "anticipate," "intend," "expect" and similar words are intended to identify estimates and forward-looking statements.  These statements include but are not limited to forward-looking statements about the planned Tender Offer.  Although the Company believes that these forward-looking statements are based upon reasonable assumptions, these statements are subject to several risks and uncertainties and are made in light of information currently available to the Company.  Estimates and forward-looking statements involve risks and uncertainties and are not guarantees of future performance.  Any changes in such assumptions or factors could cause actual results to differ materially from current expectations and the Company's future results may differ materially from those expressed in these estimates and forward- looking statements. 

All forward-looking statements are expressly qualified in their entirety by this cautionary statement, and you should not place reliance on any forward-looking statement contained in this press release.  The Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information or future events or for any other reason.

SOURCE AES Andes S.A.

WANT YOUR COMPANY'S NEWS FEATURED ON PRNEWSWIRE.COM?

440k+
Newsrooms &
Influencers

9k+
Digital Media
Outlets

270k+
Journalists
Opted In

GET STARTED