Edison Mission Group ("EMG") announced today the pricing
terms of the previously announced cash tender offer and consent
solicitation by its indirect subsidiary, Edison Mission Energy
("EME"), for EME's outstanding 10% Senior Notes due August 15, 2008
(the "2008 Notes"-CUSIP No. 281023AK7) and 9.875% Senior Notes due
April 15, 2011 (the "2011 Notes"-CUSIP No. 281023AG6) (collectively,
the "Notes").
The total consideration for the 2008 Notes and the 2011 Notes was calculated as of 2:00 p.m., New York City time, today by reference to a fixed spread of 75 basis points above the yield to maturity of the applicable U.S. Treasury security as described in the Offer to Purchase and Consent Solicitation Statement of EME, dated May 5, 2006 (the "Statement"). The applicable U.S. Treasury security with respect to the 2008 Notes is the 3.25% U.S. Treasury Note due August 15, 2008 and with respect to the 2011 Notes is the 4.875% U.S. Treasury Note due April 30, 2011. The reference yield, which is the sum of the applicable U.S. Treasury yield plus 75 basis points, for the 2008 Notes and 2011 Notes was 5.724% and 5.714%, respectively.
EME will pay the total consideration to holders of Notes who validly tendered their Notes and delivered their consents prior to 5:00 p.m., New York City time, on May 17, 2006 (the "Consent Date"), and whose Notes are accepted for purchase by EME. The total consideration per $1,000 principal amount of 2008 Notes that were validly tendered prior to the Consent Date is $1,086.75, and the total consideration per $1,000 principal amount of 2011 Notes that were validly tendered prior to the Consent Date is $1,174.23. In each case, the total consideration per $1,000 principal amount of Notes that were validly tendered prior to the Consent Date and accepted for payment by EME includes a cash consent payment of $30.00. Holders of such Notes will also receive accrued and unpaid interest on their Notes up to, but not including, the payment date for the tender offer and consent solicitation, which is expected to be on or about June 6, 2006, unless extended.
As of the Consent Date, EME had received tenders and consents for $366,566,000 in aggregate principal amount of the 2008 Notes, representing 91.64% of the outstanding 2008 Notes, and $594,527,000 in aggregate principal amount of the 2011 Notes, representing 99.09% of the outstanding 2011 Notes. The tender offer and consent solicitation remains open and is scheduled to expire at 5:00 p.m., New York City time, on June 5, 2006, unless extended (the "Expiration Date").
Holders tendering their Notes after the Consent Date, but prior to the Expiration Date, whose notes are accepted for purchase by EME, will receive the tender offer consideration of $1,056.75 (in the case of the 2008 Notes) or $1,144.23 (in the case of the 2011 Notes) per $1,000 principal amount of Notes tendered, but will not receive the cash consent payment. Such holders of Notes will also receive accrued and unpaid interest on their Notes up to, but not including, the payment date.
The tender offer and consent solicitation are subject to the satisfaction of certain conditions, including the consummation by EME of one or more new debt financings on terms satisfactory to EME in an aggregate amount not less than $1.0 billion. No assurance can be given that such new financings will be completed in a timely manner or at all.
The complete terms and conditions of the tender offer and consent solicitation are described in the Statement, copies of which may be obtained by contacting D.F. King & Co., Inc., the information agent for the tender offer and consent solicitation, at (212) 269-5550 or (800) 859-8511 (toll free). Questions regarding the tender offer and consent solicitation may be directed to the Dealer Managers for the tender offer and consent solicitation: J.P. Morgan Securities Inc., which may be contracted at (212) 270-3994 or (800) 245-8812 (toll free) and Citigroup Corporate and Investment Banking, which may be contacted at (212) 723-6106 or (800) 558-3745 (toll free).
This announcement is not an offer to purchase, a solicitation of an offer to purchase or a solicitation of consents with respect to any securities. The tender offer and consent solicitation is being made solely by the Statement.
EME is a subsidiary of EMG, which is the parent company of the unregulated subsidiaries of Rosemead, California-based Edison International (NYSE:EIX).
This press release includes forward-looking statements. EME has based these forward-looking statements on its current expectations and projections about future events based upon knowledge of facts as of the date of this press release and its assumptions about future events. These forward-looking statements are subject to various risks and uncertainties that may be outside EME's control. EME has no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. This press release should be read in conjunction with EME's Annual Report on Form 10-K, Amendment No. 1 to Annual Report on Form 10-K/A, Quarterly Report on Form 10-Q and Current Reports on Form 8-K dated May 8 and May 19, filed this calendar year. -0- Dealer Managers and Solicitation Agents J.P. Morgan 270 Park Avenue New York, New York 10017 Telephone: (800) 245-8812 Attn: Laura D. Yachimski Citigroup 390 Greenwich Street New York, New York 10013 Telephone: (800) 558-3745 Attn: Liability Management Group Information Agent and Depositary D.F. King & Co., Inc. 48 Wall Street New York, New York 10005 Telephone for banks and brokers: (212) 269-5550 US toll-free: (800) 859-8511
The Edison Mission Group (EMG) consists of unregulated subsidiaries of Rosemead, Calif.-based Edison International (NYSE:EIX), an electric power generator and distributor, and an investor in infrastructure and renewable energy projects. EIX is comprised of a regulated utility, Southern California Edison Company (SCE) and an unregulated group of business units, EMG. The California Public Utilities Commission does not regulate the terms of EMG's products and services.
The total consideration for the 2008 Notes and the 2011 Notes was calculated as of 2:00 p.m., New York City time, today by reference to a fixed spread of 75 basis points above the yield to maturity of the applicable U.S. Treasury security as described in the Offer to Purchase and Consent Solicitation Statement of EME, dated May 5, 2006 (the "Statement"). The applicable U.S. Treasury security with respect to the 2008 Notes is the 3.25% U.S. Treasury Note due August 15, 2008 and with respect to the 2011 Notes is the 4.875% U.S. Treasury Note due April 30, 2011. The reference yield, which is the sum of the applicable U.S. Treasury yield plus 75 basis points, for the 2008 Notes and 2011 Notes was 5.724% and 5.714%, respectively.
EME will pay the total consideration to holders of Notes who validly tendered their Notes and delivered their consents prior to 5:00 p.m., New York City time, on May 17, 2006 (the "Consent Date"), and whose Notes are accepted for purchase by EME. The total consideration per $1,000 principal amount of 2008 Notes that were validly tendered prior to the Consent Date is $1,086.75, and the total consideration per $1,000 principal amount of 2011 Notes that were validly tendered prior to the Consent Date is $1,174.23. In each case, the total consideration per $1,000 principal amount of Notes that were validly tendered prior to the Consent Date and accepted for payment by EME includes a cash consent payment of $30.00. Holders of such Notes will also receive accrued and unpaid interest on their Notes up to, but not including, the payment date for the tender offer and consent solicitation, which is expected to be on or about June 6, 2006, unless extended.
As of the Consent Date, EME had received tenders and consents for $366,566,000 in aggregate principal amount of the 2008 Notes, representing 91.64% of the outstanding 2008 Notes, and $594,527,000 in aggregate principal amount of the 2011 Notes, representing 99.09% of the outstanding 2011 Notes. The tender offer and consent solicitation remains open and is scheduled to expire at 5:00 p.m., New York City time, on June 5, 2006, unless extended (the "Expiration Date").
Holders tendering their Notes after the Consent Date, but prior to the Expiration Date, whose notes are accepted for purchase by EME, will receive the tender offer consideration of $1,056.75 (in the case of the 2008 Notes) or $1,144.23 (in the case of the 2011 Notes) per $1,000 principal amount of Notes tendered, but will not receive the cash consent payment. Such holders of Notes will also receive accrued and unpaid interest on their Notes up to, but not including, the payment date.
The tender offer and consent solicitation are subject to the satisfaction of certain conditions, including the consummation by EME of one or more new debt financings on terms satisfactory to EME in an aggregate amount not less than $1.0 billion. No assurance can be given that such new financings will be completed in a timely manner or at all.
The complete terms and conditions of the tender offer and consent solicitation are described in the Statement, copies of which may be obtained by contacting D.F. King & Co., Inc., the information agent for the tender offer and consent solicitation, at (212) 269-5550 or (800) 859-8511 (toll free). Questions regarding the tender offer and consent solicitation may be directed to the Dealer Managers for the tender offer and consent solicitation: J.P. Morgan Securities Inc., which may be contracted at (212) 270-3994 or (800) 245-8812 (toll free) and Citigroup Corporate and Investment Banking, which may be contacted at (212) 723-6106 or (800) 558-3745 (toll free).
This announcement is not an offer to purchase, a solicitation of an offer to purchase or a solicitation of consents with respect to any securities. The tender offer and consent solicitation is being made solely by the Statement.
EME is a subsidiary of EMG, which is the parent company of the unregulated subsidiaries of Rosemead, California-based Edison International (NYSE:EIX).
This press release includes forward-looking statements. EME has based these forward-looking statements on its current expectations and projections about future events based upon knowledge of facts as of the date of this press release and its assumptions about future events. These forward-looking statements are subject to various risks and uncertainties that may be outside EME's control. EME has no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. This press release should be read in conjunction with EME's Annual Report on Form 10-K, Amendment No. 1 to Annual Report on Form 10-K/A, Quarterly Report on Form 10-Q and Current Reports on Form 8-K dated May 8 and May 19, filed this calendar year. -0- Dealer Managers and Solicitation Agents J.P. Morgan 270 Park Avenue New York, New York 10017 Telephone: (800) 245-8812 Attn: Laura D. Yachimski Citigroup 390 Greenwich Street New York, New York 10013 Telephone: (800) 558-3745 Attn: Liability Management Group Information Agent and Depositary D.F. King & Co., Inc. 48 Wall Street New York, New York 10005 Telephone for banks and brokers: (212) 269-5550 US toll-free: (800) 859-8511
The Edison Mission Group (EMG) consists of unregulated subsidiaries of Rosemead, Calif.-based Edison International (NYSE:EIX), an electric power generator and distributor, and an investor in infrastructure and renewable energy projects. EIX is comprised of a regulated utility, Southern California Edison Company (SCE) and an unregulated group of business units, EMG. The California Public Utilities Commission does not regulate the terms of EMG's products and services.