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Published on 6/8/2015 in the Prospect News Investment Grade Daily.

New Issue: Exelon prices $4.2 billion five-part notes issue for Pepco merger

By Aleesia Forni

Virginia Beach, June 8 – Exelon Corp. was in the market on Monday with a $4.2 billion five-tranche offering of senior notes (Baa2/BBB-/BBB+), according to a market source.

The sale included $550 million of 1.55% two-year notes priced at 99.932 to yield 1.585%. The notes sold at a spread of Treasuries plus 90 basis points.

Pricing was at the tight end of the Treasuries plus 95 bps area talk having tightened from initial guidance set in the 110 bps area over Treasuries.

A second tranche was $900 million of 2.85% five-year notes sold at 99.981 to yield 2.854%, or Treasuries plus 115 bps.

Price guidance was set in the Treasuries plus 120 bps area having tightened from initial talk in the Treasuries plus 135 bps area.

There was a $1.25 billion 3.95% 10-year note priced at Treasuries plus 160 bps. Pricing was at 99.795 to yield 3.975%.

The notes sold at the tight end of the Treasuries plus 175 bps area guidance, which was unchanged from initial talk.

A $500 million 4.95% 20-year note priced at 99.722 to yield 4.972%, or Treasuries plus 185 bps.

Pricing was at the tight end of the Treasuries plus 190 bps area guidance. Initial talk was set in the Treasuries plus 200 bps area.

Finally, $1 billion of 5.1% 30-year bonds sold at 99.664 to yield 5.122%, or Treasuries plus 200 bps.

Guidance was in the Treasuries plus 205 bps area having tightened from the Treasuries plus 215 bps area.

Plans for a two-year floating-rate tranche of notes were dropped prior to the deal’s launch.

Barclays, Goldman Sachs & Co., BNP Paribas Securities Corp., MUFG, Mizuho Securities USA Inc. and Scotia Capital (USA) Inc. are the bookrunners.

Proceeds will be used fund a portion of the purchase price of the merger between Exelon and Pepco Holdings, Inc., with any remaining proceeds used for general corporate purposes, which may include the repayment of debt.

Exelon is the parent of Exelon Generation and is a utility services holding company based in Chicago.

Issuer:Exelon Corp.
Issue:Senior notes
Amount:$4.2 billion
Bookrunners:Barclays, Goldman Sachs & Co., BNP Paribas Securities Corp., MUFG, Mizuho Securities USA Inc., Scotia Capital (USA) Inc.
Senior co-managers:BofA Merrill Lynch, Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC, J.P. Morgan Securities LLC, RBC Capital Markets LLC, U.S. Bancorp Investments Inc., Wells Fargo Securities LLC
Trade date:June 8
Settlement date:June 11
Ratings:Moody’s: Baa2
Standard & Poor’s: BBB-
Fitch: BBB+
Distribution:SEC-registered
Notes due 2017
Amount:$550 million
Maturity:June 9, 2017
Coupon:1.55%
Price:99.932
Yield:1.585%
Spread:Treasuries plus 90 bps
Price guidance:Treasuries plus 95 bps area, tightened from 110 bps area
Notes due 2020
Amount:$900 million
Maturity:June 15, 2020
Coupon:2.85%
Price:99.981
Yield:2.854%
Spread:Treasuries plus 115 bps
Price guidance:Treasuries plus 120 bps area, tightened from 135 bps area
Notes due 2025
Amount:$1.25 billion
Maturity:June 15, 2025
Coupon:3.95%
Price:99.795
Yield:3.975%
Spread:Treasuries plus 160 bps
Price guidance:Treasuries plus 175 bps area, unchanged from initial talk
Notes due 2035
Amount:$500 million
Maturity:June 15, 2035
Coupon:4.95%
Price:99.722
Yield:4.972%
Spread:Treasuries plus 185 bps
Price guidance:Treasuries plus 190 bps area, tightened from 200 bps area
Notes due 2045
Amount:$1 billion
Maturity:June 15, 2045
Coupon:5.1%
Price:99.664
Yield:5.122%
Spread:Treasuries plus 200 bps
Price guidance:Treasuries plus 205 bps area, tightened from 215 bps area

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