Notice by GE Capital of Extension of Expiration Date and the Initial Consent
Date for the Pending Tender Offers and Consent Solicitations for Certain of
Its Debt Securities Commenced on March 5, 2009
STAMFORD, Conn., April 8 /PRNewswire/ -- Regarding the cash tender offers (the
"Offers") and consent solicitations (the "Consent Solicitations") commenced by
General Electric Capital Corporation (the "Company") on March 5, 2009, the
Company is pleased to announce that it has received the requisite consents
from holders of certain series of its outstanding debt securities listed in
the table appearing below that are subject to the Offers and Consent
Solicitations (collectively, the "Consented Series") sufficient to approve the
proposed amendments to the indentures governing the Consented Series. As a
result, holders of the Consented Series may no longer withdraw or revoke their
tenders and/or consents. The Company intends to promptly enter into
supplemental indentures to the indentures that govern the Consented Series;
such supplemental indentures will incorporate the proposed amendments which
will become operative with respect to the Consented Series upon settlement.
The Company intends to settle payments with respect to the Consented Series on
April 9, 2009.
CUSIP/ISIN Number Title of Security
369622DN2/US369622DN23 8.125% Guaranteed Subordinated Notes due May
15, 2012
369622BT1/US369622BT11 Floating Rate Notes due September 1, 2048
369622BW4/US369622BW40 Floating Rate Notes due January 1, 2049
369622CC7/US369622CC76 Floating Rate Notes due November 1, 2049
369622CE3/US369622CE33 Floating Rate Notes due February 1, 2050
369622CU7/US369622CU74 Floating Rate Notes due November 1, 2050
369622CDS1/US369622DS10 Floating Rate Notes due October 1, 2053
369622DD4/US369622DD41 Floating Rate Notes due May 1, 2051
369622DY8/US369622DY87* 8.310% Notes due April 13, 2009
36962FUN4/US36962FUN40* 7.750% Notes due June 9, 2009
36962FUT1/US36962FUT10* 7.500% Notes due June 15, 2009
36962FBS4/US36962FBS48* 7.940% Notes due December 10, 2012
None* 8.960% Notes due July 15, 2009
None* 9.190% Notes due July 16, 2009
36962GAM6/US36962GAM69∗ Floating Rate Notes due December 15, 2035
36962GFS8/US36962GFS84* Floating Rate Notes due May 15, 2036
36962GFW9/US36962GFW96* Floating Rate Notes due May 28, 2036
36962FXW1/US36962FXW12* Floating Rate Notes due September 1, 2054
36962F2H8/US36962F2H81* Floating Rate Notes due June 28, 2055
36962F2L9/US36962F2L93* Floating Rate Notes due June 30, 2055
36962F4Q6* Floating Rate Notes due August 30, 2055
36962F5E2/US36962F5E24* Floating Rate Notes due September 8, 2055
* These notes were issued as Global Medium-Term Notes, Series A, under the
same indenture and, accordingly, vote together as a single class for
purposes of determining the requisite consents with respect to such notes.
The Company also hereby gives notice that it is extending the "Expiration
Date" and the "Initial Consent Date", each as set forth in the Offer Documents
(as defined below), to midnight, New York City time, on May 4, 2009, for those
series of debt securities listed in the table appearing below that are subject
to the Offers and Consent Solicitations (the "Remaining Securities") for which
the Company has not yet received the requisite consents from holders to
certain proposed amendments to the indentures governing the Remaining
Securities. As a result, holders of the Remaining Securities may assure their
eligibility to (a) obtain payment of the applicable "Consent Consideration" by
providing their consent to the proposed amendments, while retaining their
Remaining Securities, or (b) obtain payment of the "Early Consideration" by
tendering their Remaining Securities prior to the Consent Date with respect to
the applicable Series; in each case as defined in, and subject to the terms
and conditions set forth in, the Company's Offers to Purchase and Consent
Solicitations Statement, dated March 5, 2009, and the related Consent and
Letter of Transmittal (together, the "Offer Documents"). Holders who have
previously tendered their Remaining Securities or delivered their consents
without a related tender of the Remaining Securities do not need to re-tender
their Remaining Securities, re-deliver their consent or take any other action
in response to this extension in order to continue to be eligible to receive
the Consent Consideration or Early Consideration, as applicable.
The Remaining Securities are set forth in the table below. As of 9:00 a.m.,
New York City time on Wednesday, April 8, 2009, holders had validly tendered
or delivered consents for the Remaining Securities in the amounts provided in
the table.
Aggregate Principal
Amount of
the Notes
Tendered or
Consents
CUSIP/ISIN Number Title of Security Delivered Percentage
369622CB9/US369622CB93 8.300% Notes due $137,504,000 55.00%
September 20, 2009
369622CA1/US369622CA11 Floating Rate Notes due $600,000 34.78%
August 1, 2049
369622CF0/S369622CF08 Floating Rate Notes due $3,168,000 52.03%
February 1, 2050
369622CK9/US369622CK92 Floating Rate Notes due $6,046,000 59.33%
April 1, 2050
369622CL7/US369622CL75 Floating Rate Notes due $7,611,000 52.53%
May 1, 2050
369622DH5/US369622DH54 Floating Rate Notes due $4,946,000 43.85%
December 1, 2051
The terms and conditions of the Offers and Consent Solicitations for the
Remaining Securities are set forth in the Offer Documents.
Except as described above, all other terms and conditions of the Offers and
Consent Solicitations remain in full force and effect.
Citi is acting as dealer manager for the Offers and Consent Solicitations.
Questions regarding the transaction and the procedures for tendering and
consenting may be directed to Citi by telephone at (800) 558-3745 (toll-free).
Global Bondholder Services is the information agent for the Offers and Consent
Solicitations. Requests for documentation should be directed to Global
Bondholder Services at (866) 807-2200 (toll-free).
This legal announcement is for informational purposes only and is not an offer
to purchase, a solicitation of an offer to purchase or a solicitation of
consent with respect to any securities. The Offers and Consent Solicitations
are being made solely pursuant to the Offer Documents, which set forth the
complete terms of the Offers and Consent Solicitations.
SOURCE General Electric Capital Corporation
For Investors: Mike Bellora, +1-203-961-2475, mike.bellora@ge.com, For
Press/Media: Russell Wilkerson, +1-203-373-3193, russell.wilkerson@ge.com
