NEW YORK, Oct. 1 /PRNewswire/ -- Caithness Coso Funding Corp. (the "Company") announced today that it had received, pursuant to its previously announced tender offers and consent solicitations for any and all of its outstanding $90,000,000 original principal amount of 6.263% Subordinated Secured Notes due 2014 (CUSIP Nos. 128017AK6 and U12295AD0) (the "2014 Notes") and its $375,000,000 original principal amount of 5.489% Senior Secured Bonds due 2019 (CUSIP Nos. 128017AG5 and U12295AC2) (the "2019 Bonds" and, together with the 2014 Notes, the "Notes"), the requisite consents to adopt the proposed amendments and the proposed waivers to the Notes and the indentures governing the Notes, all as described in the Company's Offer to Purchase and Consent Solicitation Statement, dated September 18, 2007, and the accompanying Consent and Letter of Transmittal (together, the "Offer Documents"). The tender offers and related consent solicitations are being conducted in connection with the previously announced agreement (the "Purchase Agreement") between Caithness Energy, L.L.C. ("Caithness Energy"), certain owners of Caithness Energy, certain subsidiaries of Caithness Energy and ArcLight Renewco Holdings, LLC ("Renewco"), dated July 9, 2007, pursuant to which Renewco has agreed to acquire (the "Acquisitions") a one hundred percent (100%) direct ownership interest in certain affiliates of the Company as described in the Offer Documents. The Company announced that consents had been delivered in respect of the following principal amounts of Notes, which Notes had been validly tendered and not withdrawn as of 5:00 p.m., New York City time, on October 1, 2007 (the "Consent Time"): $90,000,000 million original principal amount of the 2014 Notes (representing 100% of the outstanding original principal amount of such Notes) and $354,824,000 million original principal amount of the 2019 Bonds (representing 94.62% of the outstanding original principal amount of such Bonds). The Company and the trustee expect to enter into supplemental indentures giving effect to the proposed amendments and the proposed waivers shortly. Such supplemental indentures and waivers will only become operative, however, concurrently with the Acquisitions, provided that all validly tendered Notes are accepted for purchase pursuant to the tender offers. In addition, the Company announced that all holders whose Notes are validly tendered (and not withdrawn) at or prior to the Expiration Time (as defined below) will be eligible to receive the total consideration offered pursuant to the tender offers and consent solicitations. Accordingly, all holders whose Notes are validly tendered (and not withdrawn) at or prior to the Expiration Time (as defined below) - including Notes validly tendered after the Consent Time - will be eligible to receive the consent payment of $20.00 per $1,000 principal amount of Notes included in the total consideration, multiplied by the applicable scaling factor, offered pursuant to the tender offers and consent solicitations. The Company also announced that it has extended the date on which the pricing for the Notes will be established (the "Price Determination Date") from 2:00 p.m. New York City time on October 1, 2007 to 2:00 p.m. New York City time on October 11, 2007 and that it has also extended the date the tender offer is scheduled to expire (the "Expiration Time") from 12:00 midnight New York City time on October 16, 2007 to 9:00 a.m. New York City time on October 25, 2007 (the "New Expiration Time"). Each of the Price Determination Date and the Expiration Time may be further extended by the Company. Rights to withdraw tendered Notes and to revoke delivered consents terminated at the Consent Time. The tender offers remain open and are scheduled to expire at the New Expiration Time, unless extended or earlier terminated. The tender offers are subject to the satisfaction of certain conditions, including the receipt of specified financing, the consummation of the Acquisitions and certain other customary conditions. The Company has retained Citi to act as sole Dealer Manager for the tender offers and as the Solicitation Agent for the consent solicitations. Citi can be contacted at (212) 723-6106 (collect) or at (800) 558-3745 (toll free). Global Bondholder Services Corporation is the Information Agent and Depositary for the tender offers and can be contacted at (212) 430-3774 (collect) or at (866) 470-4200 (toll free). Copies of the Offer Documents and other related documents may be obtained from the Information Agent. The tender offers and consent solicitations are being made solely on the terms and conditions set forth in the Offer Documents. Under no circumstances shall this press release constitute an offer to buy or the solicitation of an offer to sell any securities of the Company. This press release is for informational purposes only and is not a solicitation of consents to the proposed amendments and waivers to the indentures. The tender offers and consent solicitations are not being made to holders of Notes in any jurisdiction in which the making or acceptance thereof would not be in compliance with the securities, blue sky or other laws of such jurisdiction. None of the Company, Renewco, the Dealer Manager, the Information Agent or the Depositary makes any recommendation as to whether holders of the Notes should tender their Notes or consent to the proposed amendments and waivers to the indentures and no one has been authorized by any of them to make such recommendations. Holders must make their own decisions as to whether to consent to the proposed amendments and waivers to the indentures and to tender the Notes. Caithness Coso Funding Corp. Caithness Coso Funding Corp. is a single-purpose Delaware corporation formed to finance the business and operations of Coso Finance Partners, a California general partnership ("Navy I Partnership"), Coso Energy Developers, a California General Partnership ("BLM Partnership"), and Coso Power Developers, a California General Partnership ("Navy II Partnership, and together with Navy I Partnership and BLM Partnership, the "Partnerships"). The Company has no material assets, other than the loans it has made and will make to the Partnerships and certain accounts created in connection with the offering of the Notes, and does not conduct any business, other than issuing the Notes and making the loans to the Partnerships, and activities directly related thereto. Forward-Looking Statements This press release contains forward-looking statements based on current Company management expectations. Those forward-looking statements include all statements other than those made solely with respect to historical fact. Numerous risks, uncertainties and other factors may cause actual results to differ materially from those expressed in any forward-looking statements. These factors include, but are not limited to: (1) risks relating to the uncertainties in the California energy market, (2) the financial viability of Southern California Edison, (3) risks related to the operation of geothermal power plants, (4) the impact of avoided cost pricing along with other pricing variables, (5) general operating risks, including resource availability and regulatory oversight, (6) changes in government regulation, (7) the effects of competition, (8) consummation of the tender offers, the consent solicitations and the Acquisitions, (9) the occurrence of any event, change or other circumstance that could give rise to the termination of the Purchase Agreement, which sets forth the terms of the Acquisitions, (10) the outcome of any legal proceedings that may be instituted against the Company and others relating to the Purchase Agreement, (11) the inability to complete the proposed Acquisitions due to the failure to obtain certain governmental approvals or the failure to satisfy other conditions to consummate the proposed Acquisitions, the tender offers or the consent solicitations, (12) risks that the proposed Acquisitions disrupt current plans and operations and the potential difficulties in employee retention as a result of the proposed Acquisitions, and (13) the amount of the costs, fees, expenses and charges related to the proposed Acquisitions. Many of the factors that will determine the outcome of the subject matter of this press release are beyond the Company's ability to control or predict. The Company undertakes no obligation to revise or update any forward-looking statements, or to make any other forward-looking statements, whether as a result of new information, future events or otherwise.
SOURCE Caithness Coso Funding Corp.