Exelon holders tender $442.1 million 7.6% Constellation notes

By Toni Weeks

San Diego, July 12 - Exelon Corp. subsidiary Exelon Generation Co., LLC said $442,097,000 of outstanding 7.6% senior notes due April 1, 2032 were tendered in the company's private exchange offers for any and all outstanding notes, which were issued by Constellation Energy Group Inc. and assumed by Exelon when it acquired Constellation in March. The offers began June 14 and expired at midnight ET on July 11.

As of the expiration date, $204,159,000 of the notes were tendered in the exchange offer for 4.25% senior notes due 2022. The amount includes $204,104,000 of notes tendered by the early participation deadline, 5 p.m. ET on June 26, and $55,000 of notes tendered after the early deadline but before the expiration date.

In addition, $237,938,000 of notes were tendered in the exchange offer for 5.6% senior notes due 2042. That amount includes $236,803,000 tendered by the early deadline and $1,135,000 of the notes tendered after the early deadline but before the expiration deadline.

The total exchange price was $1,349.56 for each $1,000 principal amount of 7.6% notes exchanged. This included a premium of $50.00 for each note tendered by the early participation deadline.

Of the total exchange price, 90% was paid in the form of new notes and the rest was paid in cash.

As previously reported, $535,067,000 of new notes were issued in exchange for the 7.6% notes tendered by the early participation deadline. The company issued $248,237,000 of the 4.25% notes and $286.83 million of the 5.6% notes on June 28, the early settlement date.

The settlement date for the remaining notes is expected to be July 13.

Pricing was set at 2 p.m. ET on June 26.

The total exchange price is the discounted value on the early settlement date of the remaining payments of principal and interest, excluding accrued interest up to but excluding the early settlement date, per $1,000 principal amount of old notes through maturity.

Pricing was set using the bid-side yield on the 1.75% Treasury due May 15, 2022 plus a fixed spread of 265 basis points for the 4.25% notes and the bid-side yield on the 3.125% Treasury due Feb. 15, 2042 plus 290 bps for the 5.6% notes.

The new notes issued in the exchange form a single series with the notes that Exelon Generation issued for cash on June 18.

As previously reported, Exelon Generation priced $275 million of 4.25% notes due 2022 and $500 million of 5.6% bonds due 2042 on June 13.

The exchange offers were only made to qualified institutional buyers under Rule 144A and Regulation S of the Securities Act of 1933.

The exchange agent was D.F. King & Co., Inc. (800 859-8508 or, for banks and brokers, 212 269-5550 or dfking.com/Exelon).

Exelon is an energy provider based in Chicago.

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