Chile's AES gets tenders for $101.88 million 7½% notes in swap offer

By Susanna Moon

Chicago, Aug. 11 - AES Gener SA said holders tendered $101,881,000 principal amount of its $400 million of 7½% senior notes due 2014 in the exchange offer that ended at 11:59 p.m. ET on Aug. 10.

The company will issue new dollar-denominated 5¼% senior notes due 2021 plus cash in the exchange offer. The new notes will not be registered.

Of the amount tendered, $1,682,000 was tendered after the early exchange date, which was 5 p.m. ET on July 27.

A tender offer and an exchange offer for the notes began on July 15. The tender offer expired at 5 p.m. ET on July 27.

AES said on July 28 that holders had tendered $151,069,000 of notes for purchase and $100,199,000 of notes for exchange as of 5 p.m. ET on July 27.

Under the tender offer, the purchase price was $1,130 per $1,000 principal amount of notes plus accrued interest.

The settlement date for the tender offer and for notes tendered by the early exchange date was Aug. 2.

Holders who exchange will receive the same amount of the new notes plus $150 in cash. The $150 cash amount includes a $40 exchange premium for notes tendered by the early exchange date.

Holders will also receive accrued interest.

After final settlement on Aug. 12, there will be $401,682,000 of new notes outstanding, according to a company press release.

Consent solicitation

AES also said is has executed the supplemental indenture after receiving the needed consents to amend the notes. The supplemental indenture is now effective.

The company previously said it sought consents to amend the notes to extend the maturity profile of its existing debt and to substantially eliminate the restrictive covenants.

The company needed consents from the holders of a majority of the notes.

Chilean tender offer

In addition, the company tendered for its 8% series Q notes due 2019 and made an offering of additional new 5¼% notes in the local Chilean market.

That tender offer ended on July 27. Holders tendered $93.8 million of notes.

Proceeds from the new issue, which is expected to settle Aug. 12, will be used to fund the tender and exchange offers and the solicitation.

The offers were conditioned on a minimum tender amount of $200 million of the notes, which has been satisfied, and the company's issue of enough 5¼% notes to finance the offers.

The offers for the 7½% notes were made only to holders who are qualified institutional buyers as defined in Rule 144A under the Securities Act or non-U.S. persons as defined in Regulation S under the Securities Act.

Global Bondholder Services Corp. (866 470-4200 or 212 430-3774) was the information and exchange agent.

AES Gener is a power company based in Santiago, Chile.

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