BayCorp Announces Self Tender Offer.Business Editors ELIOT, Maine--(BUSINESS WIRE)--Nov. 15, 2002 BayCorp Holdings, Ltd. ("BayCorp") (AMEX AMEX See: American Stock Exchange :MWH See watt-hour. ) announced today that the Board of Directors has approved a self tender offer for purchase by the Company of shares of its common stock at $14.85 per share. The Company intends to commence the tender offer in January 2003 and it will remain open for at least 20 business days. BayCorp anticipates that under the terms of the offer, shareholders may tender for sale to BayCorp all or a portion of the shares they own at a price of $14.85 per share. For complete details of the tender offer, the Company recommends that all shareholders review the offer to purchase that will be mailed to shareholders. Neither BayCorp nor its Board of Directors anticipates making any recommendation to shareholders as to whether to tender or refrain from tendering their shares. Commenting on the self tender offer, Frank Getman, BayCorp's President and CEO (1) (Chief Executive Officer) The highest individual in command of an organization. Typically the president of the company, the CEO reports to the Chairman of the Board. stated, "Following the successful sale of Seabrook, we are pleased to be able to offer liquidity to all shareholders who desire to sell some or all of their shares. We recognize that BayCorp's stock is thinly traded Thinly traded Infrequently traded. and it is therefore important for the Company to provide liquidity for shareholders that want to sell shares." As for the future of BayCorp, Getman added, "For those shareholders that decide to retain some or all of their shares, we will continue to focus on maximizing the value of the Company's remaining assets, including our equity investment in HoustonStreet, a long-term power sales agreement and our approximately $90 million in net operating losses Net operating losses Losses that a firm can take advantage of to reduce taxes. . With the meltdown meltdown Occurrence in which a huge amount of thermal energy and radiation is released as a result of an uncontrolled chain reaction in a nuclear power reactor. The chain reaction that occurs in the reactor's core must be carefully regulated by control rods, which absorb in the energy sector, many companies have been forced to try to sell assets to address liquidity concerns. We believe the turmoil in the energy sector coupled with the broad industry knowledge and contacts of BayCorp's Board and management may create potentially attractive reinvestment Reinvestment Using dividends, interest and capital gains earned in an investment or mutual fund to purchase additional shares or units, rather than receiving the distributions in cash. 1. In terms of stocks, it is the reinvestment of dividends to purchase additional shares. opportunities for the Company." BAYCORP SHAREHOLDERS ARE URGED TO READ THE TENDER OFFER STATEMENT WHEN IT IS AVAILABLE BECAUSE IT WILL CONTAIN IMPORTANT INFORMATION. THE TENDER OFFER STATEMENT WILL BE MAILED BY THE COMPANY TO SHAREHOLDERS, AND SHAREHOLDERS WILL ALSO BE ABLE TO GET THE TENDER OFFER STATEMENT AND OTHER DOCUMENTS FILED BY THE COMPANY WITH THE SECURITIES AND EXCHANGE COMMISSION FREE AT THE COMMISSION'S WEBSITE AND FROM THE COMPANY. The Company also anticipates that, in advance of the self tender offer and to the extent that it is permissible, it may continue to purchase its own shares pursuant to the share repurchase Share Repurchase A program by which a company buys back its own shares from the marketplace, reducing the number of outstanding shares. This is usually an indication that the company's management thinks the shares are undervalued. program that it announced in October of 2001. About BayCorp BayCorp Holdings, Ltd. is an unregulated holding company incorporated in Delaware. Prior to the November 1, 2002 sale to FPL Energy of substantially all of the assets of its electric generating subsidiaries, BayCorp's wholly owned subsidiaries Wholly Owned Subsidiary A subsidiary whose parent company owns 100% of its common stock. Notes: In other words, the parent company owns the company outright and there are no minority owners. , Great Bay Power Corporation and Little Bay Power Corporation, were electric generating companies whose principal assets consisted of joint ownership in the Seabrook Nuclear Power Plant in Seabrook, New Hampshire Seabrook is a town in Rockingham County, New Hampshire, United States. The population was 7,979 at the 2000 census. Located at the southern end of the coast of New Hampshire on the border with Massachusetts, Seabrook is noted as the location of the Seabrook Nuclear Power Station, . HoustonStreet, Inc., an equity investment of BayCorp, operates HoustonStreet.com, an independent internet-based crude oil and refined products trading exchange. This press release is not an offer to buy or a solicitation of offers to sell securities, nor a commencement of a tender offer, which may be made only by a written offer to purchase. This press release contains 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. concerning the Company's anticipated tender offer, the terms and timing of such an offer, continuation of the Company's business, opportunities within the energy sector, and actions of the Board of Directors of the Company. Factors that may affect future results include future general and sector economic and market conditions, the impact of government regulation of tender offers, the response of shareholders to a tender offer, and decisions of the Board of Directors. Please review reports filed by BayCorp with the Securities and Exchange Commission for additional information concerning factors that could affect the Company's business. |
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