Edenor Amends the Total Exchange Consideration and Exchange Consideration in Its Exchange Offer for Any and All of Its Outstanding 10.5% Senior Notes Due 2017

Oct 14, 2010, 13:13 ET from Edenor S.A.

BUENOS AIRES, Argentina, Oct. 14 /PRNewswire/ -- Edenor S.A. (Empresa Distribuidora y Comercializadora Norte S.A.) (the "Company") announces an amendment to the Total Exchange Consideration and Exchange Consideration in its offer to exchange any and all outstanding 10.5% Senior Notes due 2017 (the "Existing Notes") for 9.75% Senior Notes due 2022 (the "New Notes"), plus cash (the "Exchange Offer").  In addition, the Company announces the extensions of the Withdrawal Deadline for the Exchange Offer and the Early Participation Deadline for the Exchange Offer until 5:00 p.m., New York City time, October 20, 2010 (the "Exchange Offer Withdrawal Deadline" or the "Exchange Offer Early Participation Deadline," as applicable).    

The Withdrawal Deadline and the Early Participation Deadline for the Company's offer to purchase for cash any and all outstanding Existing Notes (the "Offer to Purchase" and together with the Exchange Offer, the "Offers") remain 11:00 a.m., New York City time, October 15, 2010.  The Expiration Time for the Offers remains 5:00 p.m., New York City time, November 1, 2010.  All other terms and conditions of the Offers remain the same.

Total Exchange Consideration and Exchange Consideration

Pursuant to the amended Exchange Offer, a holder of Existing Notes who tenders in the Exchange Offer, and whose tender is accepted by the Company, will receive, in exchange for each U.S.$1,000 principal amount of Existing Notes exchanged, an original principal amount of New Notes equal to:

  • in the case of Existing Notes tendered before the Exchange Offer Early Participation Deadline, U.S.$1,000 principal amount of New Notes and U.S.$100.90 cash, plus additional cash amounts in lieu of any fractional New Notes (the "Total Exchange Consideration" ); and
  • in the case of Existing Notes tendered after the Exchange Offer Early Participation Deadline, but on or before the Expiration Time, U.S.$1,000 principal amount of New Notes and U.S.$80.90 cash, plus additional cash amounts in lieu of any fractional New Notes (the "Exchange Consideration").

The Company has not amended the Total Cash Consideration or the Cash Consideration offered by the Company for Existing Notes tendered in the Offer to Purchase.

The table below summarizes the Consideration offered by the Company in the Offers.




Consideration per U.S.$1,000
Principal Amount of
Existing Notes Tendered in the
Exchange Offer

Consideration per U.S.$1,000
Principal Amount of
Existing Notes Tendered in the
Offer to Purchase

CUSIP/
ISIN

Outstanding
Principal
Amount
(in millions)

Total Exchange
Consideration
(if Tendered
Before the Exchange Offer Early Participation Deadline)

Exchange
Consideration
(if Tendered After
the Exchange Offer Early Participation Deadline)

Total Cash
Consideration
(if Tendered
Before the Early Participation Deadline)

Cash
Consideration
(if Tendered
After the Early Participation Deadline)







29244AAJ1/
US29244AAJ16

U.S.$148.7(1)

U.S.$1,000
principal amount of New Notes and U.S.$100.90 cash, plus additional cash amounts in lieu of any fractional New Notes

U.S.$1,000
principal amount of New Notes and U.S.$80.90 cash, plus additional cash amounts in lieu of any fractional New Notes

U.S.$1,060

U.S.$1,045

(1)         Outstanding principal amount of Existing Notes does not include U.S.$65.3 million of Existing Notes that the Company currently holds and intends to cancel upon the successful completion of the Offers.



The other terms and conditions of the Offers are set forth in an offering memorandum dated October 1, 2010.  The Company may amend, extend or terminate the Offers.

The Offers are being made only to holders who have properly completed, executed and delivered to the information agent an eligibility letter, whereby such holder has represented to the Company that it is, or in the event that it is acting on behalf of a beneficial owner of Existing Notes, it has received a written certification from such beneficial owner to the effect that such beneficial owner is (i) a "qualified institutional buyer," or "QIB," as defined in Rule 144A under the Securities Act of 1933, as amended (the "Securities Act") or (ii) a "non-U.S. Person" (as defined in Regulation S under the Securities Act).

Settlement

The Company has not extended the Early Settlement Date.  The Company expects that payment for (1) all Existing Notes validly tendered into the Offer to Purchase prior to the Early Participation Deadline and accepted by the Company,  (2) all Existing Notes validly tendered into the Exchange Offer prior to the Exchange Offer Early Participation Deadline and accepted by the Company and (3) New Notes sold pursuant to the Company's offering of New Notes for cash (the "Concurrent Offer") will be made on October 25, 2010 (the "Early Settlement Date").

The settlements of the Offers are conditioned on the issuance of at least U.S.$150 million aggregate principal amount of New Notes on the Early Settlement Date in the Concurrent Offer and the Exchange Offer taken together.  

the NEW notes have not been registered under the Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements.

Global Bondholder Services Corporation has been appointed as the information agent and the exchange agent for the Offers.  Holders may contact the information agent to request the eligibility letter toll free at (866) 470-4200 or collect at (212) 430-3774.

www.edenor.com.ar

SOURCE Edenor S.A.