GE Capital gets consents for 8.3% notes, extends floater solicitation

New York, July 21 - General Electric Capital Corp. said it received the necessary consents to amend its 8.3% notes due Sept. 20, 2009 and extended the solicitation for its floating-rate notes due Aug. 1, 2049.

GE Capital said it intends to enter into a supplemental indenture for the 8.3% notes promptly. Payments will be made on July 23.

The expiration for the floaters is pushed back to 5 p.m. ET on Aug. 10 form 5 p.m. ET on July 21.

As of the old expiration, holders had tendered or delivered consents for $925,000 of the notes, 53.62% of the total.

At its previous announcement on July 6, GE Capital said it received enough consents from the holders of its floating-rate notes due Feb. 1, 2050 to amend the indenture governing the notes. It added that it planned to enter into a supplemental indenture incorporating the proposed amendments and to settle the payments for the notes on July 7.

In addition, GE Capital extended the expiration date and initial consent date for the tender offers for its 8.3% notes due Sept. 20, 2009 and floating-rate notes due Aug. 1, 2049 to 5 p.m. ET on July 21 from July 2.

Tender offers for nearly 30 series of notes began on March 5. The company extended the offers for the two series of notes for which it has not yet received enough consents to amend the indentures.

The company is offering $1,020 per $1,000 principal amount of floating-rate notes, which includes a $30 early participation fee. The consent consideration is 25 basis points per year, which will be added to the coupon.

The payment on offer for the 8.3% notes is $1,030 per $1,000 principal amount, including a $10 consent fee.

Holders may tender their notes or deliver consents.

As of 5 p.m. ET on July 2, holders had tendered $157,999,000, or 63.20%, of the 8.3% notes, up from the $148,992,000, or 59.6%, of notes tendered as of June 19. The amount of floating-rate notes tendered - $925,000, or 53.62% - is unchanged from June 19.

As previously reported, the company has already received enough consents to amend its $450 million of 8.125% guaranteed subordinated notes due May 15, 2012; $82.72 million of floating-rate notes due Sept. 1, 2048; $21.77 million of floating-rate notes due Jan. 1, 2049; $28.55 million of floating-rate notes due Nov. 1, 2049; $11.15 million of floating-rate notes due Feb. 1, 2050; $50 million of floating-rate notes due April 1, 2050; $14.49 million of floating-rate notes due May 1, 2050; $19.06 million of floating-rate notes due Nov. 1, 2050; $11.28 million of floating-rate notes due Dec. 1, 2051; $17.42 million of floating-rate notes due Oct. 1, 2053; and $15.35 million of floating-rate notes due May 1, 2051.

GE Capital has also received the consents needed for the following notes, which were considered as a single class for obtaining consents: the $100 million of 8.31% notes due April 13, 2009; $50 million of 7.75% notes due June 9, 2009; $100 million of 7.5% notes due June 15, 2009; $5 million of 8.96% notes due July 15, 2009; $5 million of 9.19% notes due July 16, 2009; $10 million of 7.94% notes due Dec. 10, 2012; $6.85 million of floating-rate notes due Dec. 15, 2035; $24.21 million of floating-rate notes due May 15, 2036; $19.78 million of floating-rate notes due May 28, 2036; $7.91 million of floating-rate notes due Sept. 1, 2054; $10,000 of floating-rate notes due June 28, 2055; $4.05 million of floating-rate notes due June 30, 2055; $100 million of floating-rate notes due Aug. 30, 2055; and $22.32 million of floating-rate notes due Sept. 8, 2055.

On April 2, GE Capital said it waived the requirement that it must obtain consents from holders of a majority of each note series.

The company is soliciting consents to, among other things:

• Sell, assign and transfer to the company all right, title and interest in any tendered notes;

• Waive any and all other rights for tendered notes; and

• Release and discharge the company from any and all claims related to the notes.

Citi (800 558-3745) is the dealer manager. Global Bondholder Services Corp. (866 807-2200) is the information agent.

GE Capital is the funding arm of General Electric Co. and is based in Stamford, Conn.

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