Empresa Eléctrica Angamos SpA Announces Early Tender Results of its Offer to Purchase for Cash Any and All of its Outstanding 4.875% Senior Secured Notes due 2029 and Extension of the Early Tender Premium
SANTIAGO, Chile, Sept. 22, 2020 /PRNewswire/ -- Empresa Eléctrica Angamos SpA ("Angamos" or the "Company") today announced:
- early results of the previously announced offer to purchase for cash (the "Tender Offer") of any and all of its 4.875% Senior Secured Notes due 2029, listed in the table below (collectively, the "Notes."); and
- extension of the Early Tender Premium to the Expiration Date (each as defined below).
The Tender Offer will take place upon the terms and conditions described in the Company's Offer to Purchase, dated September 8, 2020 (the "Offer to Purchase").
According to information received from Global Bondholder Services Corporation ("GBSC"), the Tender and Information Agent for the Tender Offer, as of 5:00 p.m., New York City time, on September 21, 2020 (that date and time, the "Early Tender Time"), Angamos had received valid tenders from holders of the Notes as outlined in the table below.
Dollars per Original U.S.$1,000 Principal Amount of Notes |
||||||||
Title of Notes |
CUSIP and ISIN Numbers |
Original |
Aggregate |
Aggregate Principal |
Scaling |
Tender Offer |
Early Tender Premium |
Total Consideration(1)(2) |
4.875% Senior Secured Notes due 2029 |
CUSIP: 29246T AA7 / P3713Q AA5; ISIN: US29246TAA79 / USP3713QAA50 |
U.S.$800,000,000 |
U.S.$388,401,700 |
U.S.$255,457,297.50 |
78.25% |
U.S.$970.00 |
U.S.$30.00 |
U.S.$1,000.00 |
(1) Does not include Accrued Interest, which will also be payable as provided herein.
(2) Includes the Early Tender Premium.
(3) The Scaling Factor reflects the fact that the Notes are subject to principal amortization.
(4) Inclusive of the Scaling Factor.
In addition, the Company hereby amends the Offer to Purchase so that 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
").
The deadline for holders to validly withdraw tenders of Notes has passed. Accordingly, Notes that were 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 October 5, 2020 (the "Expiration Date") may not be 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 the Company's Offer to Purchase having been either satisfied or waived by the Company, the Company 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 September 23, 2020 (the "Early Settlement Date"). In addition, Angamos intends to accept for purchase any remaining Notes that are validly tendered and accepted in the Tender Offer prior to the Expiration Date. These remaining Notes are expected to be purchased on October 7, 2020 (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 applicable 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, multiplied by the Scaling Factor (as set forth in the table above).
Full details of the terms and conditions of the Tender Offer are set forth in the Offer to Purchase, which is available from GBSC.
Citigroup Global Markets Inc. ("Citigroup") is the Global Coordinator in the Tender Offer. Citigroup, Itau BBA USA Securities, Inc. ("Itaú BBA"), Santander Investment Securities Inc. ("Santander") and SMBC Nikko Securities America, Inc. ("SMBC Nikko") are the Dealer Managers in the Tender Offer. Persons with questions regarding the Tender Offer should contact Citigroup at (toll free) (800) 558-3745 or (collect) (212) 723-6106, Itaú BBA at (collect) (212) 710-6749, Santander at (toll free) (855) 404-3636 or (collect) (212) 940-1442, or SMBC Nikko at (toll free) (888) 868-6856. Requests for the Offer to Purchase should be directed to GBSC at (toll free) (866) 470-3700 or (collect) (212) 430-3774 or email at [email protected].
None of the Company, its board of directors, its officers, the dealer managers, the depositary, the tender and information agent or the trustees 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.
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 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 Tender Offer, including whether the Tender Offer is consummated in whole or in part. 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 Empresa Eléctrica Angamos SpA
WANT YOUR COMPANY'S NEWS FEATURED ON PRNEWSWIRE.COM?
Newsrooms &
Influencers
Digital Media
Outlets
Journalists
Opted In
Share this article