Empresa Eléctrica Angamos S.A. Announces Early Tender Results and Pricing, Upsize and Early Settlement of Tender Offer for its 4.875% Senior Secured Notes due 2029

SANTIAGO, Chile, April 12, 2016 /PRNewswire/ -- Empresa Eléctrica Angamos S.A. (the "Company") today announced the Early Tender Date (as defined below) results and the determination of the Total Consideration, as shown in the table below, for its previously announced "modified Dutch Auction" tender offer (the "Offer") to purchase up to $200,000,000 aggregate principal amount (subject to increase, the "Tender Cap") of its 4.875% Senior Secured Notes due 2029 (CUSIP Nos. 29246TAA7; P3713QAA5) (the "Notes").

On March 29, 2016, the Company commenced the Offer in accordance with the procedures of a "modified Dutch Auction," as more fully described in the Offer to Purchase. Capitalized terms used in this press release and not defined herein have the meanings given to them in the Offer to Purchase, dated March 29, 2016 (the "Offer to Purchase"). Except as described in this press release, all other terms of the Offer as described in the Offer to Purchase remain unchanged.

The Company also announced that it has increased the Tender Cap from a maximum aggregate principal amount of $200,000,000 to a maximum aggregate principal amount of $300,000,000, subject to the satisfaction (or waiver) of the Financing Condition and certain other customary conditions as described in the Offer to Purchase. The Company has increased the Tender Cap as a result of it expecting to be able to secure additional financing transactions prior to consummation of the Offer. 

In addition, the Company announced that it is amending the terms of the Offer such that the Tender Offer Consideration (payable for Notes validly tendered after the Early Tender Date (as defined below) and accepted for purchase) will be equal to the Total Consideration (as defined below).  Accordingly, all holders who tender their Notes after the Early Tender Date will be eligible to receive the same consideration as holders who tendered their Notes at or prior to the Early Tender Date.

In addition, the Company announced the exercise of its early settlement right for Notes validly tendered (and not validly withdrawn) at or prior to the Early Tender Date.  Pursuant to the terms of the modified Dutch Auction, the Clearing Price was set at $940 per $1,000 principal amount of Notes.  Accordingly, both the Total Consideration and the Tender Offer Consideration payable pursuant to the Offer will be $940 per $1,000 principal amount of Notes.  For the avoidance of doubt, holders who tender their Notes after the Early Tender Date will be eligible to receive the Tender Offer Consideration of $940 per $1,000 principal amount of Notes irrespective of the Bid Price they submit when tendering their Notes.

As of 5:00 p.m., New York City time, on April 11, 2016 (the "Early Tender Date"), $187,429,000 aggregate principal amount of Notes were validly tendered and not validly withdrawn.

Select terms of the Offer are described in the table below.

All Notes validly tendered (and not validly withdrawn) at or  prior to the Early Tender Date were tendered with a Bid Price at or below the Clearing Price (or without a specified Bid Price).  The Company has announced that all such Notes have been accepted for payment and that settlement is expected to occur on April 14, 2016 (the "Early Settlement Date").  In addition to the Total Consideration (which includes the Early Tender Payment), holders of such Notes will receive accrued and unpaid interest from the last interest payment date to, but not including, the Early Settlement Date.

The Withdrawal Date for the Offer was 5:00 p.m., New York City time, on April 11, 2016, and has not been extended. The expiration of the Offer has been extended to 11:59 p.m., New York City time, on April 26, 2016, unless further extended by the Company in its sole discretion (such time, as the same may be extended, the "Expiration Date").

The complete terms and conditions of the Offer are described in the Offer to Purchase and remain otherwise unchanged. Subject to applicable law, the Company may further amend, modify or terminate the Offer at any time in its sole discretion.

Citigroup Global Markets Inc. is acting as dealer manager (the "Dealer Manager") in connection with the Offer. Global Bondholder Services Corporation is the tender and information agent for the Offer. Questions regarding the Offer should be directed to Citigroup Global Markets Inc. at (800) 558-3745 (toll-free) or (212) 723-6106. Requests for documentation should be directed to Global Bondholder Services Corporation at (866) 470-3700 (toll-free) or (212) 430-3774 (for banks and brokers). This press release is for informational purposes only.

This press release is not an offer to purchase or a solicitation of an offer to purchase with respect to any Notes or any other securities. The Offer is being made solely pursuant to the terms of the Offer to Purchase. The Offer is 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. The Offer to Purchase does not constitute an offer to purchase in Chile or to any resident of Chile, except as permitted by applicable Chilean law. None of the Company, the Dealer Manager or Global Bondholder Services Corporation makes any recommendation as to whether holders should tender or refrain from tendering their Notes. Holders must make their own decision as to whether to tender Notes and, if so, the principal amount of the Notes to tender.

Forward-Looking Statements

This document may contain forward-looking statements within the meaning of Section 27A of the Securities Act and Section 21E of the Securities Exchange Act of 1934 that are not based on historical facts and are not assurances of future results. These forward-looking statements are based on management's current expectations and estimates about future events and financial trends, which affect or may affect the Company's businesses and results of operations. The words "believe," "may," "will," "estimate," "continue," "anticipate," "intend," "expect" and similar words are intended to identify estimates and forward-looking statements. These statements include but are not limited to forward-looking statements about the planned Offer, including whether the Offer is consummated in whole or in part. Although the Company believes that these forward-looking statements are based upon reasonable assumptions, these statements are subject to several risks and uncertainties and are made in light of information currently available to the Company. Estimates and forward-looking statements involve risks and uncertainties and are not guarantees of future performance. Any changes in such assumptions or factors could cause actual results to differ materially from current expectations and the Company's future results may differ materially from those expressed in these estimates and forward-looking statements.

All forward-looking statements are expressly qualified in their entirety by this cautionary statement, and you should not place reliance on any forward-looking statement contained in this document. The Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information or future events or for any other reason.

SOURCE Empresa Electrica Angamos S.A.