E.ON U.S. Capital Corp. Announces Pricing Of Tender Offer and Consent Solicitation
LOUISVILLE, Ky. - E.ON U.S. Capital Corp., a subsidiary of E.ON AG, today announced the pricing terms of the previously announced cash tender offer and consent solicitation relating to its outstanding 6.46 percent medium term notes due 2008 and 7.471 percent medium term notes due 2011 (collectively, the "notes"). The tender offer and consent solicitation for the notes is being made pursuant to an offer to purchase and consent solicitation statement dated June 2, 2006 (the "offer to purchase").
Upon consummation of the tender offer (the "settlement date"), E.ON U.S. Capital Corp. will pay holders who validly tendered and did not withdraw their notes on or before 5:00 p.m., New York City time on June 15, 2006 (the "consent date") total consideration of $1,012.74, in the case of the 2008 notes, and $1,084.40, in the case of the 2011 notes, for each $1,000 principal amount of notes accepted for purchase, plus accrued and unpaid interest up to, but not including, the settlement date. The total consideration includes a consent payment equal to $25 per $1,000 principal amount of the 2008 notes tendered and $30 per $1,000 principal of the 2011 notes tendered. Holders whose notes are validly tendered and not withdrawn after the consent date and on or before midnight, New York City time on June 29, 2006 (the "expiration date") will be eligible to receive the tender offer consideration, namely the applicable total consideration minus the consent payment or $987.74 per $1,000 of 2008 notes and $1,054.40 per $1,000 of 2011 notes accepted for purchase, plus accrued and unpaid interest up to, but not including, the settlement date. The settlement date is expected to occur on July 5, 2006, assuming no extension of the expiration date.
As described in more detail in the offer to purchase, the total consideration and the tender offer consideration for the 2008 notes was determined based on a fixed spread of 30 basis points over the bid-side yield of 5.277 percent on the 4.375-percent U.S. Treasury Note due January 31, 2008.
The total consideration and the tender offer consideration for the 2011 notes was determined based on a fixed spread of 45 basis points over the bid-side yield of 5.162 percent on the 5-percent U.S. Treasury Note due August 15, 2011. Holders who validly tendered their notes on or prior to the consent date will be eligible to receive the applicable total consideration offered in the tender offer and consent solicitation if the notes are accepted for payment as described in the offer to purchase.
The prices for the notes were determined as of 10:00 a.m., New York City time, today.
E.ON U.S. Capital Corp.'s offer to purchase the notes is subject to the satisfaction or waiver of various conditions as described in the offer to purchase. The tender offer is scheduled to expire at midnight, New York City time, June 29, 2006, subject to E.ON U.S. Capital Corp.'s right to amend, extend or terminate the tender offer at any time.
J.P. Morgan Securities Inc. is the Dealer Manager and Solicitation Agent for the tender offer and consent solicitation and may be contacted at 212-834-4802 (collect calls accepted) or toll free at 866-834-4666. Requests for documents may be directed to Global Bondholder Services Corporation, the Information Agent for the tender offer and consent solicitation, at 212-430-3774 (collect calls accepted) or toll free at 866-470-4300.
This announcement is not an offer to purchase or the solicitation of an offer to sell the notes. The tender offer for the notes and consent solicitation are only being made pursuant to the offer to purchase and the letter of transmittal and consent.
E.ON U.S. Capital Corp. is a subsidiary of E.ON U.S. LLC. E.ON U.S. LLC, headquartered in Louisville, Ky., is a subsidiary of E.ON AG, the world's largest investor-owned energy services provider. E.ON U.S. is a diversified energy services company that owns and operates Louisville Gas and Electric Company, a regulated utility that serves 321,000 natural gas and 394,000 electric customers in Louisville and 16 surrounding counties, and Kentucky Utilities Company, a regulated electric utility in Lexington, Ky., that serves 525,000 customers in 77 Kentucky counties and five counties in Virginia.