Empresa Distribuidora y Comercializadora Norte SA (EDENOR) announces a consent solicitation for its 9.75% senior bonds maturing in 2022
Buenos Aires, Argentina, July 16, 2021 / PRNewswire / – Empresa Distribuidora y Comercializadora Norte SA. (the “Transmitter“) announced today that it is seeking consents (the”Consent solicitation“) of all registered holders (individually, a”Holder, “and collectively, the”Holders“) of its 9.75% Senior Guaranteed Bonds maturing in 2022 (the”Remarks“), under the terms and conditions described in the Issuer’s Consent Solicitation Statement, dated July 16, 2021 (the “Declaration“), certain proposed exemptions (the”Proposed exemption“) under the act dated October 25, 2010 (the “Indenture“), between the Issuer and The Bank of New York Mellon, as trustee, under which the Bonds were issued.
The proposed waiver will allow the Issuer not to comply with Section 10.3 of the Indenture (Redemption at the option of the holders in the event of a change of control) in connection with the acquisition of control of the Issuer by Empresa de Energía del Cono Sur SA., without the Notes being subject to any defect or event of default as a result of such omission. Unless defined otherwise herein, capitalized terms used herein have the meanings given to them in the Declaration.
The consent solicitation will expire at 5:00 p.m.New York time on July 30, 2021, unless it is extended or terminated earlier by the Issuer in its sole discretion (the date and time, which may be extended, the “Expiration date“). The date of registration of the consent request is 5:00 p.m., New York City It’s time July 15, 2021.
The Solicitation of Consents is subject to, and conditional on, the satisfaction or waiver of certain customary conditions described in the Declaration, including receipt of consents from holders of at least the majority of the total principal amount of the outstanding Bonds ( the “Consents required“).
In the event that the required consents for the Notes are received on or before the Expiration Date, the Issuer will pay a total cash payment equal to US $ 20 through US $ 1,000 principal amount of the banknotes (the “Payment of consent“) for which the consents required to the proposed waiver are validly issued on or before the expiration date and not validly revoked before (i) receipt of the required consents and (ii) the expiration date. Payment of consent should be paid on a date after the expiration date, but no later than five business days after the expiration date and the later effective time of consent.
The proposed waiver will be effective and effective upon execution for all Holders at the time the consent becomes effective, whether or not a Holder has granted consent.
BCP Securities, LLC. is acting as solicitation agent in the consent solicitation, Quantum Finanzas is acting as financial advisor to the issuer and DF King has been retained to serve as information and tabulation agent.
Persons with questions regarding the consent solicitation should contact BCP Securities, LLC. at +1 (203) 629-2186. Disclosure requests should be directed to DF King at (866) 828-6931, new York and +44 20 7920 9700 London, or by e-mail at [email protected], or can be viewed through the consent website: https://sites.dfkingltd.com/edenor.
None of the Issuer, the solicitation agent, the financial advisor, the information and tabulation agent and the trustee or any of their respective affiliates makes any recommendation as to whether the Noteholders should give their consent in response to the Consent Request. Holders must make their own decisions as to whether or not to issue consents.
This press release is for informational purposes only and does not constitute an offer to sell or a solicitation of an offer to buy securities. This announcement is also not a solicitation of consents with respect to the proposed waiver or otherwise. The solicitation of consent is made only through the aforementioned statement and related documents. The Consent Solicitation is not made to Noteholders in a jurisdiction in which the Issuer is aware that completing the Consent Solicitation would not comply with the laws of that jurisdiction. In any jurisdiction in which securities laws or blue sky laws require that the solicitation of consent be made by a broker or licensed broker, the solicitation of consent will be deemed to be made on behalf of the issuer by the solicitation agent or one or more registered brokers or dealers licensed under the laws of that jurisdiction.
Neither the Declaration nor any documents relating to the Consent Solicitation have been filed, approved or reviewed by any federal or state securities commission or regulatory authority of any country. No authority has commented on the accuracy or adequacy of the statement or of any material relating to the solicitation of consent, and it is illegal and may constitute a criminal offense to make a statement to the contrary.
This press release contains forward-looking statements. Forward-looking statements are information that is not historical in nature or that relates to future events and is subject to risks and uncertainties. No assurance can be given that the transactions described in this document will be completed or as to the ultimate terms of such transactions. The Issuer assumes no obligation to publicly update or revise forward-looking statements, whether as a result of new information or future events or for any other reason.
SOURCE Empresa Distribuidora y Comercializadora Norte SA