Gemsa, Central Termica offer to swap existing 9 5/8% notes and loans

Chicago, Oct. 25 – Argentina’s Generacion Mediterranea SA (Gemsa) and Central Termica Roca SA are offering noteholders the opportunity to exchange any and all of the $336 million outstanding 9 5/8% senior notes due 2023 (Cusips: 36875LAA7, P4621MAA3) for newly issued 9 5/8% senior notes due 2027, according to a press release.

The offer is to exchange $1,020 of new notes for $1,000 of existing notes, if noteholders tender their notes by the early participation date. If noteholders tender their existing notes after the early deadline, the exchange would be a one-to-one exchange.

The new Rule 144A and Regulation S notes will be issued under the companies’ $700 million debt program.

Holders who wish to participate will need to complete an eligibility letter and file it with the information and exchange agent.

Unpaid interest would also be paid.

The company is also extending the invitation for new notes to lenders on $51,217,055 of its loans. Whether exchanged early or late, lenders would receive new notes on a one-to-one basis.

The issuers are additionally soliciting consents to amend certain provisions of the notes. The proposed amendments will substantially eliminate certain restrictive covenants and events of defaults.

Tendering noteholders will also be providing consents to the proposed amendments.

No separate or additional consideration will be paid in connection with the consent solicitation.

At least 75% of the outstanding amount of notes need to be tendered and not withdrawn for the consummation of the offer.

All of the loans that are part of the offer also need to be tendered.

A meeting to adopt the proposed amendments will be held on or around Nov. 30.

The early participation deadline is 5 p.m. ET on Nov. 4, also the withdrawal deadline.

The offer and solicitation will expire at 5 p.m. ET on Nov. 23.

Settlement is expected for Dec. 1.

D.F. King & Co., Inc is the information and exchange agent for the offer (800 967-7510, 212 269-5550, albanesi@dfking.com).

Citigroup Global Markets Inc., J.P. Morgan Securities LLC and UBS Securities LLC are the dealer managers and solicitation agents.

The issuers are subsidiaries of Albanesi SA, an electricity and natural gas company based in Buenos Aires.

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