MERRILLVILLE, Ind., Dec. 14, 2010 /PRNewswire-FirstCall/ -- NiSource Inc. (NYSE: NI) announced today that, pursuant to the previously announced cash tender offer of its finance subsidiary, NiSource Finance Corp., approximately $272.9 million aggregate principal amount of its outstanding 10.75% Notes due 2016 ("2016 Notes") were validly tendered and not validly withdrawn before 5:00 p.m., New York City time, on Tuesday, December 14, 2010, according to information provided by Global Bondholder Services Corporation, the depositary for the tender offer.
Based on the principal amount of 2016 Notes tendered to date, NiSource Finance has increased the maximum aggregate principal amount of 2016 Notes it will purchase from $250 million to $325 million and is terminating the portion of the tender offer relating to its 6.80% Notes due 2019 ("2019 Notes"). As a result, no 2019 Notes will be accepted for payment, and all 2019 Notes tendered pursuant to the tender offer will be promptly returned to their holders.
NiSource Finance has also extended the deadline by which holders who tender their 2016 Notes will be eligible to receive the early tender payment until 11:59 p.m., New York City time, on December 29, 2010 (the "Revised Early Participation Date"), unless further extended by NiSource Finance. However, withdrawal rights for 2016 Notes tendered in the tender offer have not been extended and therefore expired at 5:00 p.m., New York City time, on December 14, 2010. Tenders submitted after that time are irrevocable except in the limited circumstances where additional withdrawal rights are required by law.
As previously announced, the total consideration to be received for each $1,000 principal amount of 2016 Notes validly tendered and not withdrawn in the tender offer before the Revised Early Participation Date and accepted for purchase will be $1,337.10. This amount, which includes an early tender payment of $30.00, will be paid in cash. In addition, holders whose 2016 Notes are accepted for purchase will receive accrued and unpaid interest up to, but not including, the settlement date, which is expected to be one business day after the date on which the offer expires.
The tender offer is scheduled to expire at 11:59 p.m., New York City time, December 29, 2010, unless extended or earlier terminated. If more than $325 million aggregate principal amount of 2016 Notes is validly tendered and not validly withdrawn before the expiration date, NiSource Finance will accept 2016 Notes for purchase on a pro rata basis. The offer is subject to the terms and conditions described in the Offer to Purchase, dated December 1, 2010, and the related Letter of Transmittal.
The offer is subject to the satisfaction or waiver of certain conditions set forth in the Offer to Purchase, including a financing condition which has now been satisfied as a result of NiSource Finance's sale of $250 million aggregate principal amount of 6.25% Notes due 2040, which closed December 8, 2010.
Questions regarding the tender offer may be directed to the Dealer Managers, Deutsche Bank Securities Inc. at (212) 250-2955 (collect) or (866) 627-0371 (toll-free), or RBS Securities Inc. at (203) 897-6145 (collect) or (877) 297-9832 (toll-free). Requests for documents may be directed to Global Bondholder Services Corporation, the information agent and depositary for the tender offer, at (212) 430-3774 (for banks and brokers) or (866) 952-2200 (toll-free).
This news release is for informational purposes only and does not constitute an offer to purchase or a solicitation of an offer to sell with respect to the notes subject to the tender offer, nor is this news release an offer to sell, a solicitation to buy or an offer to purchase or sell any securities. The tender offer is being made only pursuant to the Offer to Purchase and only in such jurisdictions as is permitted under applicable law.
NiSource Inc., based in Merrillville, Ind., is a Fortune 500 company engaged in natural gas transmission, storage and distribution, as well as electric generation, transmission and distribution. NiSource operating companies deliver energy to 3.8 million customers located within the high-demand energy corridor stretching from the Gulf Coast through the Midwest to New England. Information about NiSource and its subsidiaries is available via the Internet at www.nisource.com. NI-F
This news release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Those statements include statements regarding the intent, belief or current expectations of NiSource and its management. Although NiSource believes that its expectations are based on reasonable assumptions, it can give no assurance that its goals will be achieved. Readers are cautioned that the forward-looking statements in this news release are not guarantees of future performance and involve a number of risks and uncertainties, and that actual results could differ materially from those indicated by such forward-looking statements. Important factors that could cause actual results to differ materially from those indicated by such forward-looking statements include, but are not limited to, the following: weather; fluctuations in supply and demand for energy commodities; growth opportunities for NiSource's businesses; increased competition in deregulated energy markets; the success of regulatory and commercial initiatives; dealings with third parties over whom NiSource has no control; actual operating experience of NiSource's assets; the regulatory process; regulatory and legislative changes; the impact of potential new environmental laws or regulations; the results of material litigation; changes in pension funding requirements; changes in general economic, capital and commodity market conditions; and counter-party credit risk, and the matters set forth in the "Risk Factors" section in NiSource's 2009 Form 10-K and 2010 Forms 10-Q, many of which risks are beyond the control of NiSource. NiSource expressly disclaims a duty to update any of the forward-looking statements contained in this release.
SOURCE NiSource Inc.