Results Of Change Of Control Offer Related To 7.26% Notes Due 2015 Of White Pine Hydro Portfolio, LLC
TORONTO, May 6, 2013 /PRNewswire/ -- BIF II US Renewable LLC (the "Offeror"), an affiliate of Brookfield Renewable Energy Partners, announced today that as of 5:00 p.m., New York City Time, on May 3, 2013 (the "Expiration Date"), its offer to purchase for cash all or any portion of the outstanding 7.26% notes due 2015 (the "Notes") of White Pine Hydro Portfolio, LLC (the "Issuer"), has expired, and $125,000,000, or 100% of the Notes (the "Tendered Notes"), have been tendered and accepted for purchase pursuant to the Offeror's previously announced change of control offer for any and all of the Notes (the "Change of Control Offer"), as described in the Offer to Purchase and related Acceptance Letter, each dated April 5, 2013.
Under the terms of the Change of Control Offer, holders of the Notes that validly tendered and did not withdraw their Notes prior to the Expiration Date are entitled to receive the Change of Control Payment (as set forth in the Offer to Purchase) of $1,010.00 per $1,000.00 aggregate principal amount tendered of Notes. All holders of Tendered Notes will receive accrued and unpaid interest from the last interest payment date (which was January 20, 2013) to, but not including the settlement date, which is expected to occur on or about May 8, 2013.
The Change of Control Offer is being made in connection with the acquisition (the "Acquisition") of White Pine Hydro Investments, LLC (an indirect parent of the Issuer) by a subsidiary of the Offeror, which occurred on March 1, 2013 and constituted a Change of Control as defined in the indenture, dated June 18, 2007 (as amended from time to time, the "Indenture"), among the Issuer, White Pine Hydro Investments, LLC, a Delaware limited liability company, parent of the Issuer and guarantor under the Indenture, and U.S. Bank National Association, as trustee.
This news release does not constitute a notice of redemption under the optional redemption provision of the Indenture, nor does it constitute an offer to sell or the solicitation of an offer to buy any securities of the Offeror or the Issuer. Nor is it an offer to sell securities or a solicitation of an offer to buy securities in any state or jurisdiction where prohibited by law. The Change of Control Offer was made pursuant to the Offer to Purchase and the related Acceptance Letter, copies of which have been delivered to all Holders. Persons with questions regarding the Change of Control Offer should contact the Paying Agent and Depositary, D.F. King & Co., Inc. at (800) 758-5378 (toll free).
Cautionary Statement Regarding Forward-Looking Information
Forward-looking information provided in this news release relating to the Offeror's expectations regarding the Change of Control Offer and the Offeror's or the Issuer's future prospects and financial position are forward-looking information within the meaning of applicable United States securities laws. The Offeror believes that expectations reflected in such information are reasonable, but no assurance is given that such expectations will be correct. Forward-looking information is based on the Offeror's beliefs and assumptions based on information available at the time the assumption was made and on management's experience and perception of historical trends, current conditions and expected further developments as well as other factors deemed appropriate in the circumstances. Investors are cautioned that there are risks and uncertainties related to such forward-looking information and actual results may vary. The forward-looking information is made as of the date of this news release and neither the Offeror nor the Issuer assumes any obligation to update or revise them to reflect new events or circumstances, except as explicitly required by securities laws.
SOURCE Brookfield Renewable Energy Partners
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