Rede Energia S.A. Announces the Results of its Modified Dutch Auction Tender Offer...
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Rede Energia S.A. Announces the Results of its Modified Dutch Auction Tender
Offer for its 11.125% Perpetual Notes
SAO PAULO, Brazil, June 29 /PRNewswire/ -- Rede Energia S.A., a Brazilian
electricity holding company ("Rede"), announced today the results of its cash
tender offer (the "Tender Offer") for the maximum aggregate principal amount
of its outstanding 11.125% Perpetual Notes (CUSIP No. 75734PAA7 and ISIN No.
USP8001VAD84) (the "Notes") that it can purchase for US$154,083,205. The
Tender Offer was conducted in accordance with a modified "Dutch Auction"
procedure, on the terms and subject to the conditions set forth in its Offer
to Purchase dated June 1, 2009 (the "Offer to Purchase") and the related
Letter of Transmittal (the "Letter of Transmittal," and together with the
Offer to Purchase, the "Offer Documents"). The Tender Offer expired at 12:00
midnight, New York City time, on Friday, June 26, 2009 (such time and date,
the "Expiration Date").
Rede has been advised by the depositary that, as of 12:00 midnight, New York
City time, on the Expiration Date, of the US$575.0 million in aggregate
principal amount of the Notes outstanding, US$78,404,000, or approximately
13.64%, had been validly tendered and not validly withdrawn pursuant to the
Tender Offer. Rede has accepted for purchase all Notes validly tendered and
not validly withdrawn pursuant to the Tender Offer.
On the Settlement Date (as defined in the Offer to Purchase), which is
expected to be July 1, 2009, Rede (1) will pay holders who validly tendered
and did not withdraw their Notes prior to or at 5:00 p.m., New York City time,
on Friday, June 12, 2009, the Total Consideration (as defined in the Offer to
Purchase) of US$530 for each US$1,000 principal amount of Notes, plus accrued
and unpaid interest from the last interest payment date to, but excluding, the
Settlement Date (the "Accrued Interest," which is expected to be approximately
US$27.50 per US$1,000 principal amount of the Notes), and (2) will pay holders
who validly tendered and did not withdraw their Notes after 5:00 p.m., New
York City time, on Friday, June 12, 2009, and at or prior to the Expiration
Date the Tender Offer Consideration (as defined in the Offer to Purchase) of
US$480 for each US$1,000 principal amount of Notes, plus the Accrued Interest.
Rede has retained Banc of America Securities LLC and Planner Securities LLC to
act as dealer managers in connection with the Tender Offer. Questions
regarding the Tender Offer should be directed to Banc of America Securities
LLC at (888) 292-0070 (toll free) or (646) 855-3401 (collect from outside the
United States), or Planner Securities LLC at (646) 381-7001 (collect from
outside the United States). Copies of the Offer to Purchase and the related
Letter of Transmittal may be obtained from Global Bondholder Services
Corporation, the information agent for the Tender Offer, at (866) 804-2200
(toll free).
This announcement is for informational purposes only and is neither an offer
to purchase nor a solicitation of an offer to sell the Notes. The Tender Offer
is only being made pursuant to the Offer to Purchase and the related Letter of
Transmittal. The Tender 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 laws of such jurisdiction. The Tender Offer is not being
made to any holders of Notes in Italy. In the United Kingdom, France and
Belgium, the Tender Offer is being made only to specified eligible holders of
Notes, as set forth in the Offer to Purchase. Restrictions on the Tender Offer
may also apply in other jurisdictions. The Tender Offer is not being made to,
and tenders of Notes by holders will not be accepted from, any person in any
jurisdiction that requires that the Tender Offer or the distribution of the
Offer Documents be made by a licensed broker or dealer.
About Rede Energia S.A.
Rede is a Brazilian electricity holding company and, through its subsidiaries,
engages in the distribution, generation and trading of electricity in Brazil.
Rede's combined concession areas are geographically the largest in Brazil,
covering approximately 34% of Brazil's land mass and with a total combined
population of approximately 16 million.
Cautionary Statement Regarding Forward-Looking Statements
This press release contains statements that are forward-looking within the
meaning of Section 27A of the U.S. Securities Act of 1933 and Section 21E of
the U.S. Securities Exchange Act of 1934. Forward-looking statements are only
predictions and are not guarantees of future performance. Investors are
cautioned that any such forward-looking statements are and will be, as the
case may be, subject to many risks, uncertainties and factors relating to Rede
that may cause the actual results to be materially different from any future
results expressed or implied in such forward-looking statements.
Although Rede believes that the expectations and assumptions reflected in the
forward-looking statements are reasonable based on information currently
available to the management of Rede, Rede cannot guarantee future results or
events. Rede expressly disclaims a duty to update any of the forward-looking
statements.
SOURCE Rede Energia S.A.
Daniela Gomes Afonso of Rede Energia S.A., +55-11-3066-2109
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