ELWOOD ENERGY LLC: Extension of Solicitation of Consents Relating to the 8.159% Senior Secured Bonds due 2026 (CUSIP No. 290408AB9)

SCHAUMBURG, Ill., Sept. 19, 2017 /PRNewswire/ -- Elwood Energy LLC, the owner of a 1,350 MW gas-fired electric generating facility located in Elwood, Illinois (the "Project") and a wholly-owned subsidiary of J-POWER USA Generation, L.P., announced today that it has extended until 5:00 p.m., New York City time, on September 29, 2017 (the "New Expiration Time"), unless extended or earlier terminated in Elwood Energy LLC's sole discretion, its solicitation of consents (the "Consent Solicitation") from holders of its 8.159% Senior Secured Bonds due 2026 (CUSIP No. 290408AB9) (the "Bonds") to amend the Indenture for the Bonds.

In connection with the Consent Solicitation, Elwood Energy LLC previously issued a Consent Solicitation Statement dated August 25, 2017 (the "Original Consent Solicitation Statement"), which was subsequently amended by a supplement dated September 6, 2017 (the "First Supplement"). 

Elwood Energy LLC further announced that it has issued a second supplement dated September 19, 2017 (the "Second Supplement") further amending the Original Consent Solicitation Statement and the First Supplement (as amended through and including the Second Supplement, the "Consent Solicitation Statement").  

Elwood Energy LLC further announced that it has increased the Consent Payment to $40.00 per $1,000 in amortized principal amount of Bonds held by each consenting Holder ("Revised Consent Payment") from an aggregate cash consent payment of $1,500,000.   The Revised Consent Payment will be paid to each Holder who has validly delivered (and not revoked) a duly executed Letter of Consent at or prior to the New Expiration Time.

The Revised Consent Payment received by a consenting holder likely will result in a "significant modification" of such consenting holder's Bonds for United States federal income tax purposes, resulting in a deemed exchange of such consenting holder's Bonds.  Such a deemed exchange would be a taxable event (unless a non-recognition provision were to apply).  Holders should consult their own tax advisors regarding tax consequences of the Consent Solicitation.

The Second Supplement describes certain technical revisions to the proposed amendment to the Indenture for the Bonds and includes updated disclosure regarding tax consequences to the holders of the Bonds in connection with Consent Solicitation.

Holders of the Bonds are referred to the Consent Solicitation Statement, and the related Consent Letter for the detailed terms and conditions of the Consent Solicitation, all of which remain unchanged except as set forth in this release, the First Supplement and the Second Supplement. Holders who have previously delivered a Consent Letter do not need to redeliver such Consent Letter or take any other action in response to the Second Supplement in order to consent or receive the Revised Consent Payment upon the successful conclusion of the Consent Solicitation.

Elwood Energy LLC has engaged MUFG Securities Americas Inc. to act as Solicitation Agent for the Consent Solicitation.  Global Bondholder Services Corporation has been engaged to act as the Information and Tabulation Agent for the Consent Solicitation.  Questions or requests for assistance or additional copies of the Consent Solicitation Statement, the Letter of Consent and related documents may be directed to Global Bondholder Services Corporation at +1 (866) 924-2200 (toll-free) or +1 (212) 430-3774 (for banks and brokers) or at [email protected].  A holder of Bonds may also contact the Solicitation Agent at +1 (212) 405-7481 or +1 (877) 744-4532, or such holder's broker, dealer, commercial bank, trust company or other nominee for assistance concerning the Consent Solicitation.

This press release is for informational purposes only and is not a solicitation of consents.  The Consent Solicitation is only being made pursuant to the Consent Solicitation Statement.  The Consent Solicitation is subject to certain conditions and presents certain risks for the holders, as set forth more fully in the Consent Solicitation Statement.  Elwood Energy LLC retains the rights to waive or modify any term of, or to terminate, the Consent Solicitation for any reason prior to the New Expiration Time.

SOURCE J-Power USA Development Co., Ltd.