AES CORP USD0.01 : The AES Corporation Announces Private Offering of Senior Notes by its Subsidiary Dolphin Subsidiary II, Inc. as Part of Permanent Financing for DPL Inc. Acquisition
09/26/2011| 11:35am US/Eastern
The AES Corporation announced today that Dolphin Subsidiary II, Inc.
(the "Company"), a newly formed, wholly-owned special purpose indirect
subsidiary of The AES Corporation, intends, subject to market and other
conditions, to offer senior notes due 2016 and 2021 (together, the
"Notes") in a private offering exempt from registration in accordance
with Rule 144A and Regulation S under the United States Securities Act
of 1933, as amended (the "Securities Act").
The net proceeds from the offering will be used to finance The AES
Corporation's previously announced pending acquisition (the "Merger") of
DPL Inc. ("DPL"). Subject to and upon the consummation of the Merger,
the Company will merge with and into DPL, with DPL continuing as the
surviving company and obligor under the Notes. Neither The AES
Corporation nor, until consummation of the Merger and the merger between
the Company and DPL, DPL has any obligation under the Notes. Pending the
consummation of the Merger, the proceeds from the offering will be
deposited and held in an escrow account. If the Merger is not
consummated on or before September 30, 2012, the proceeds from the
offering will be used to redeem the Notes at a redemption price equal to
101% of the offering price of the Notes, plus accrued and unpaid
interest to, but not including, the redemption date. The consummation of
the Merger is subject to various regulatory and other approvals and
certain other closing conditions and, as a result, there can be no
assurance that the Merger will be consummated.
The Notes are being offered only to qualified institutional buyers in
reliance upon Rule 144A under the Securities Act, and, outside the
United States, only to non-U.S. persons pursuant to Regulation S under
the Securities Act. The Notes have not been registered under the
Securities Act or any state securities laws and may not be offered or
sold in the United States absent an effective registration statement or
an applicable exemption from registration requirements under the
Securities Act or any state securities laws.
Nothing in this press release shall constitute or be construed as an
offering by AES or DPL. This press release does not constitute an offer
to sell or a solicitation of an offer to buy any securities, nor does it
constitute an offer, solicitation or sale in any jurisdiction in which
such offer, solicitation or sale is unlawful.
The AES Corporation (NYSE: AES) is a Fortune 200 global power company.
We provide affordable, sustainable energy to 28 countries through our
diverse portfolio of distribution businesses as well as thermal and
renewable generation facilities. Our workforce of 29,000 people is
committed to operational excellence and meeting the world's changing
power needs. Our 2010 revenues were $17 billion and we own and manage
$41 billion in total assets. To learn more, please visit www.aes.com.
Safe Harbor Disclosure
This news release contains forward-looking statements within the meaning
of the Securities Act of 1933 and of the Securities Exchange Act of
1934. Such forward-looking statements include, but are not limited to,
those related to future earnings, growth and financial and operating
performance. Forward-looking statements are not intended to be a
guarantee of future results, but instead constitute AES' current
expectations based on reasonable assumptions. Forecasted financial
information is based on certain material assumptions. These assumptions
include, but are not limited to, our accurate projections of future
interest rates, commodity price and foreign currency pricing, continued
normal levels of operating performance and electricity volume at our
distribution companies and operational performance at our generation
businesses consistent with historical levels, as well as achievements of
planned productivity improvements and incremental growth investments at
normalized investment levels and rates of return consistent with prior
Actual results could differ materially from those projected in our
forward-looking statements due to risks, uncertainties and other
factors. Important factors that could affect actual results are
discussed in AES' filings with the Securities and Exchange Commission,
including, but not limited to, the risks discussed under Item 1A "Risk
Factors" in AES' 2010 Annual Report on Form 10-K and the Form 10-Q for
the quarter ended June 30, 2011. Readers are encouraged to read AES'
filings to learn more about the risk factors associated with AES'
business. AES undertakes no obligation to update or revise any
forward-looking statements, whether as a result of new information,
future events or otherwise.
Any Stockholder who desires a copy of the Company's 2010 Annual Report
on Form 10-K dated on or about February 25, 2011 with the SEC may obtain
a copy (excluding Exhibits) without charge by addressing a request to
the Office of the Corporate Secretary, The AES Corporation, 4300 Wilson
Boulevard, Arlington, Virginia 22203. Exhibits also may be requested,
but a charge equal to the reproduction cost thereof will be made. A copy
of the Form 10-K may be obtained by visiting the Company's website at www.aes.com.
The AES Corporation
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