PANAMA CITY, Sept. 26, 2016 /PRNewswire/ -- AES Panamá, S.R.L. ("AES Panamá" or the "Company") today announced the successful completion of its consent solicitation with respect to its outstanding 6.000% Senior Notes due 2022 (the "Notes").
On September 19, 2016, the Company commenced a solicitation of consents (the "Consent Solicitation") from the holders of record (the "Holders") of the Company's 6.000% Senior Notes due 2022 (the "Notes") to an amendment (the "Proposed Amendment") to the indenture governing the Notes (the "Indenture"). The Proposed Amendment amends clause (2)(i) of Section 9.06 (Limitation on Restricted Payments) of the Indenture to increase the dollar amount in that clause from $25 million to $60 million, which will provide the Company the flexibility over the life of the Notes to make Restricted Payments, including dividends, of up to $60 million pursuant to that clause. The Consent Solicitation was made pursuant to the terms and subject to the conditions set forth in the Consent Solicitation Statement, dated September 19, 2016, and the related Consent Letter.
The Consent Solicitation expired at 12:00 p.m., New York City time, on September 26, 2016 (the "Expiration Time"). As of the Expiration Time, consents authorizing the Proposed Amendment were received from Holders representing a majority of the outstanding Notes as required under the Indenture to authorize the Proposed Amendment. As a result of receiving the requisite consents to the Proposed Amendment, the Company and Deutsche Bank Trust Company Americas, as Trustee under the Indenture, have executed a supplemental indenture that contains the Proposed Amendment (the "Supplemental Indenture"). The Company is in the process of registering the Supplemental Indenture with the Superintendency of the Securities Markets of the Republic of Panama and, upon the effectiveness of such registration, the Supplemental Indenture and the Proposed Amendment will become effective. Promptly following the effectiveness of the Supplemental Indenture, the Company will pay a consent fee of $2.50 for each $1,000 principal amount of Notes (the "Consent Fee") to each Holder of Notes whose duly executed consent was received and accepted prior to the Expiration Time.
Deutsche Bank Securities Inc. acted as solicitation agent for the Consent Solicitation and D. F. King & Co., Inc. acted as the information agent and tabulation agent for the Consent Solicitation.
This press release is for informational purposes only and is not a solicitation of consent with respect to the Notes or any other securities. The consent solicitation has been made solely pursuant to the Consent Solicitation Statement, which sets forth the complete terms of the Consent Solicitation
About AES Panamá, S.R.L.
AES Panamá is the largest electricity generation company in Panama both in terms of installed capacity and average energy dispatched, as well as the largest privately controlled hydro generation company in Central America, based on information provided by the CND. The company derives substantially all of its revenues from the sale of electricity through firm capacity and energy supply agreements, spot market sales and regional market sales. Its principal customers are Panama's three energy distribution companies. AES Panamá also has capacity and energy supply agreements with nine Large Customers. Its remaining electricity sales revenues derive from spot market sales and regional exports. The company's electricity generation facilities are composed of five geographically diverse facilities (four hydroelectric plants and one thermal plant) that contain 16 generation units located in eastern and western Panama. The majority of Panama's hydroelectric resources are located in the western region of Panama, where rainfall tends to be highest, although the highest demand for energy is in the eastern region of the country at the main population center of Panama City. Additional information about AES Panamá can be found at its website located at http://www.aespanama.com.
This press release may contain forward-looking information and statements regarding the Company and the Consent Solicitation. Any statements included in this press release that address activities, events or developments that the Company will or may occur in the future are forward looking statements, these include among others, statements as to: (i) the expected payment of the Consent Fee and (ii) the anticipated incurrence of new Indebtedness. Actual results may differ materially due to a variety of important factors, such factors might include: changed market conditions, changes in the exchange rate of the Panamanian balboa against the U.S. dollar, the participation of and level of participation by the holders in the Consent Solicitation and other factors listed in the Consent Solicitation Statement under "Statement Regarding Forward Looking Statements." Except as required by law, the Company undertakes no obligation to update forward-looking information if circumstances or management's estimates or opinions should change. Do not place undue reliance on forward-looking information.
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SOURCE AES Panama, S.R.L.