IPALCO Enterprises, Inc. (“IPALCO”) announced today that its pending offer to exchange (the “Exchange Offer”) any and all of its outstanding existing 3.70% Senior Secured Notes due 2024 (the “Old Notes”), which were issued in a private placement, for its new 3.70% Senior Secured Notes due 2024 (the “New Notes”), which have been registered under the Securities Act of 1933, as amended (the “Act”), originally set to expire at 11:59 p.m., New York City time, on January 4, 2018, has been extended and is now set to expire at 11:59 p.m., New York City time, on Monday, January 8, 2018. IPALCO has been advised that tenders with respect to approximately $404.2 million aggregate principal amount of the Old Notes, out of a total of $405 million aggregate principal amount outstanding, have been received to date.
The terms of the New Notes are identical in all material respects to the terms of the Old Notes, except that the New Notes have been registered under the Act, pursuant to an effective registration statement on Form S-4 filed with the Securities and Exchange Commission (the “SEC”), and the transfer restrictions and registration rights relating to the Old Notes do not apply to the New Notes.
The terms of the Exchange Offer are set forth in a prospectus dated December 5, 2017 (the “Prospectus”). Documents related to the Exchange Offer, including the Prospectus and the associated letter of transmittal, have been filed with the SEC and may be obtained from the exchange agent, U.S. Bank National Association, Corporate Trust-Specialized Finance, 111 Fillmore Avenue E, St. Paul, Minnesota 55107.
This press release is not an offer to exchange or buy, or a solicitation of an offer to exchange, buy or sell, any of IPALCO’s securities. The Exchange Offer is being made only pursuant to the Prospectus and the associated letter of transmittal. The Exchange Offer, as extended hereby, remains subject to the terms and conditions stated therein.
Forward Looking Statements
Certain statements contained in this press release are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Matters discussed in this press release that relate to events or developments that are expected to occur in the future, including management’s expectations, strategic objectives, business prospects, anticipated economic performance, financial position and other similar matters constitute forward-looking statements. Forward-looking statements are based on management’s beliefs, assumptions and expectations of future economic performance, taking into account the information currently available to management. These statements are not statements of historical fact and are typically identified by terms and phrases such as “anticipate,” “believe,” “intend,” “estimate,” “expect,” “continue,” “should,” “could,” “may,” “plan,” “project,” “predict,” “will” and similar expressions. Such forward-looking statements are subject to risks and uncertainties and investors are cautioned that outcomes and results may vary materially from those projected due to various factors beyond IPALCO’s control, including but not limited to the risks and other factors discussed in the Prospectus and in IPALCO’s filings with the SEC.
Forward-looking statements speak only as of the date of the document in which they are made. IPALCO disclaims any obligation or undertaking to provide any updates or revisions to any forward-looking statement to reflect any change in its expectations or any change in events, conditions or circumstances on which the forward-looking statement is based. If IPALCO does update one or more forward-looking statements, no inference should be made that IPALCO will make additional updates with respect to those or other forward-looking statements.
All such factors are difficult to predict, contain uncertainties that may materially affect actual results and many are beyond IPALCO’s control. See “Risk Factors” in the Prospectus for a more detailed discussion of the foregoing and certain other factors that could cause actual results to differ materially from those reflected in such forward-looking statements and that should be considered in evaluating IPALCO’s outlook.