AES Announces Pricing of $1.8 Billion Private Placement, Increase in Amount of Senior Notes Tendered for and Extension of Tender for Senior Notes and Senior Subordinated Notes.Business Editors ARLINGTON, Va.--(BUSINESS WIRE)--May 1, 2003 The AES Corporation AES Corporation AES (NYSE) is a Fortune 1000 company that generates and distributes electrical power. It was founded on January 28, 1981 by Roger Sant from the US Federal Energy Administration and Dennis Bakke from the Office of Management and Budget. (NYSE NYSE See: New York Stock Exchange :AES) announced today that it had priced an offering of $1.8 billion of second priority senior secured notes. The notes will be issued in two tranches: $1.2 billion of 8.75% Second Priority Senior Secured Notes due 2013 and $600 million of 9.00% Second Priority Senior Secured Notes due 2015. AES intends to use approximately $1.075 billion of the net proceeds Net Proceeds The amount received after all costs are deducted from the sale of a piece of property or security. Notes: In the case of an investor selling a security, net proceeds represent the proceeds from the sale minus any trading costs (i.e. commissions). of the offering to fund the pending tender offer for its outstanding senior and senior subordinated notes (based on the notes tendered as of 5:00 p.m. New York City New York City: see New York, city. New York City City (pop., 2000: 8,008,278), southeastern New York, at the mouth of the Hudson River. The largest city in the U.S. time on Thursday, May 1, 2003), approximately $475 million to repay a portion of the amounts outstanding under its senior secured credit facilities credit facilities npl → facilidades fpl de crédito credit facilities npl → facilités fpl de paiement credit facilities and the balance for general corporate purposes. The $1.8 billion offering of second priority senior secured notes is scheduled to close on Thursday, May 8, 2003 and is subject to customary closing conditions. AES also announced that it had increased the aggregate principal amount of each series of senior notes that it was seeking to purchase in its pending tender offer. The following table shows the principal amount of each series of notes that AES is seeking to purchase and the amount of notes tendered as of 5:00 p.m. New York City time on Thursday, May 1, 2003.
Principal Principal
Amount Purchase Amount
The Notes Outstanding Amount Tendered
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8.00% Senior Notes, Series
A, Due 2008 $199,022,000 $43,797,000 $53,982,000
8.75% Senior Notes, Series
G, Due 2008 $400,000,000 $161,398,000 $198,931,000
9.50% Senior Notes, Series
B, Due 2009 $750,000,000 $252,951,000 $311,774,000
9.375% Senior Notes, Series
C, Due 2010 $850,000,000 $414,345,000 $510,699,000
8.875% Senior Notes, Series
E, Due 2011 $536,690,000 $223,504,000 $275,479,000
10.25% Senior Subordinated
Notes Due 2006 $217,050,000 $55,000,000 $18,915,000
8.375% Senior Subordinated
Notes Due 2007 $303,290,000 $77,000,000 $40,116,000
8.50% Senior Subordinated
Notes Due 2007 $338,250,000 $86,000,000 $27,138,000
8.875% Senior Subordinated
Notes Due 2027 $125,000,000 $32,000,000 $4,952,000
In addition, AES announced that it had extended the expiration time Expiration time The time of day by which all exercise notices must be received on the expiration date. Technically, the expiration time is currently 11:59AM on the expiration date, but public holders of option contracts must indicate their desire to exercise no later than 5:30PM on of the tender offer for its senior notes to 8:00 a.m. New York City time on Thursday, May 15, 2003, and the expiration time of the tender offer for its senior subordinated notes to 5:00 p.m. New York City time on Wednesday, May 7, 2003, in each case, unless extended or earlier terminated. The other terms of AES's pending tender offer remain unchanged. AES's obligation to accept notes tendered and pay the tender offer consideration and any early tender premium is subject to a number of conditions which are set forth in the Offer to Purchase and Letter of Transmittal Letter of Transmittal A document used by security holder to accompany certificates surrendered in an exchange or other corporate action. for the tender offer. The conditions include (1) the completion of the proposed private placement and (2) the effectiveness of the amendment to AES's senior credit facility. The second priority senior secured notes will not be registered under the Securities Act of 1933, or any state securities laws. Therefore, the second priority senior secured notes may not be offered or sold in the United States United States, officially United States of America, republic (2005 est. pop. 295,734,000), 3,539,227 sq mi (9,166,598 sq km), North America. The United States is the world's third largest country in population and the fourth largest country in area. absent registration or an applicable exemption from the registration requirements of the Securities Act of 1933 and any applicable state securities laws. This announcement is neither an offer to sell nor a solicitation of an offer to buy the second priority senior secured notes. "Safe Harbor Safe Harbor 1. A legal provision to reduce or eliminate liability as long as good faith is demonstrated. 2. A form of shark repellent implemented by a target company acquiring a business that is so poorly regulated that the target itself is less attractive. " Statement under the Private Securities Litigation Reform Act The Private Securities Litigation Reform Act of 1995 (PSLRA) implemented several significant substantive changes affecting certain cases brought under the federal securities laws, including changes related to pleading, discovery, liability, class representation and awards fees and of 1995: This news release may contain "forward-looking statements forward-looking statement A projected financial statement based on management expectations. A forward-looking statement involves risks with regard to the accuracy of assumptions underlying the projections. " regarding The AES Corporation's business. These statements are not historical facts, but statements that involve risks and uncertainties. Actual results could differ materially from those projected in these forward-looking statements. For a discussion of such risks and uncertainties, see "Risk Factors" in the Company's Annual Report or Form 10-K Form 10-K A report required by the SEC from exchange-listed companies that provides for annual disclosure of certain financial information. Form 10-K See 10-K. for the most recently ended fiscal year. |
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