ARLINGTON, VA (STL.News) The AES Corporation (NYSE: AES) (“AES” or the “Company”) today announced that it intends, subject to market and other conditions, to offer Senior Secured First Lien Notes due 2025 (the “2025 Notes”) and Senior Secured First Lien Notes due 2030 (the “2030 Notes” and together with the 2025 Notes, the “New Notes”) in a private offering exempt from registration in accordance with Rule 144A and Regulation S under the United States Securities Act of 1933, as amended (the “Securities Act”). The New Notes will be secured on a first priority basis by liens on the assets that secure the Company’s secured credit facility.
Net proceeds from this offering will be used to fund purchases of up to $1.485 billion aggregate purchase amount across its 4.000% Senior Notes due 2021 (the “2021 Notes”), 4.875% Senior Notes due 2023 (the “4.875% 2023 Notes”) and 4.500% Senior Notes due 2023 (the “4.500% 2023 Notes”, and together with the 4.875% 2023 Notes and the 2021 Notes, the “Outstanding Notes”) in tender offers (the “Tender Offers”) and to pay certain related fees and expenses. The Company intends to use any remaining net proceeds from the offering after completion of the Tender Offers to retire certain of its outstanding indebtedness and for general corporate purposes. This press release does not constitute an offer to purchase or the solicitation of an offer to sell the Outstanding Notes.
The New Notes have not been registered under the Securities Act or applicable state securities laws and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and applicable state laws. The Company plans to offer and issue the New Notes only to qualified institutional buyers pursuant to Rule 144A under the Securities Act and to persons outside the United States pursuant to Regulation S under the Securities Act.
This press release is being issued pursuant to Rule 135c under the Securities Act, and is neither an offer to sell nor a solicitation of an offer to buy the New Notes or any other securities and shall not constitute an offer to sell or a solicitation of an offer to buy, or a sale of, the New Notes or any other securities in any jurisdiction in which such offer, solicitation or sale is unlawful.