ALLENTOWN, Pa., May 8, 2018 /PRNewswire/ -- PPL Corporation
(NYSE: PPL) announced today the pricing of a registered
underwritten offering of 55 million shares of its common stock at a
price per share of $27.00 in
connection with the forward sale agreements described below. J.P.
Morgan, Barclays and Citigroup are acting as joint book-running
managers for this offering.
In connection with the offering, PPL entered into forward sale
agreements with affiliates of each of J.P. Morgan and Barclays (the
"forward counterparties") under which PPL agreed to issue and sell
to the forward counterparties 55 million shares of its common stock
at an initial forward sale price per share equal to the price per
share at which the underwriters agreed to purchase the shares in
the offering, subject to certain adjustments, upon physical
settlement of the forward sale agreements. The underwriters of the
offering have been granted a 30-day option to purchase up to an
additional 8.25 million shares of PPL's common stock upon the same
terms, solely to cover any over-allotments. The offering is
expected to close on May 11, 2018,
subject to customary closing conditions. If the underwriters
exercise their over-allotment option, PPL expects to enter into
additional forward sale agreements with the forward counterparties
with respect to the additional shares.
Settlement of the forward sale agreements is expected to occur
on or prior to November 8, 2019. PPL
may, subject to certain conditions, elect cash settlement or net
share settlement for all or a portion of its rights or obligations
under the forward sale agreements.
If PPL elects physical settlement of the forward sale
agreements, it expects to use the net proceeds for general
corporate purposes.
The offering is being made pursuant to PPL's effective shelf
registration statement filed with the Securities and Exchange
Commission (the "SEC"). The preliminary prospectus supplement and
the accompanying base prospectus related to the offering will be
available on the SEC's website at www.sec.gov. Copies of the
preliminary prospectus supplement and the accompanying base
prospectus relating to the offering may be obtained from the
joint-book running managers for the offering as follows:
J.P. Morgan Securities LLC
c/o Broadridge Financial Solutions
1155 Long Island Avenue
Edgewood, NY 11717
Telephone: (866) 803-9204
Barclays Capital Inc.
c/o Broadridge Financial Solutions
1155 Long Island Avenue
Edgewood, NY 11717
Barclaysprospectus@broadridge.com
Telephone: (888) 603-5847
Citigroup Global Markets Inc.
c/o Broadridge Financial Solutions
1155 Long Island Avenue
Edgewood, NY 11717
Telephone: (800) 831-9146
This press release does not constitute an offer to sell or the
solicitation of an offer to buy these securities, nor shall there
be any sale of these securities in any jurisdiction in which the
offer, solicitation or sale of these securities would be unlawful
prior to registration or qualification under the securities laws of
any jurisdiction. The offering of these securities will be made
only by means of a prospectus and a related prospectus supplement
meeting the requirements of Section 10 of the Securities Act of
1933, as amended.
About PPL Corporation
Headquartered in Allentown, Pa., PPL Corporation (NYSE: PPL) is
one of the largest companies in the U.S. utility sector. PPL's
seven high-performing, award-winning utilities serve 10 million
customers in the U.S. and United
Kingdom. With more than 12,000 employees, the company is
dedicated to providing exceptional customer service and reliability
and delivering superior value for shareowners.
Cautionary Statement Concerning Forward-Looking
Statements
Statements contained in this news release,
including terms and phrases that include "anticipate," "believe,"
"intend," "estimate," "expect," "continue," "should," "could,"
"may," "plan," "project," "predict," "will," "potential,"
"forecast," "target," "guidance," "outlook," or other similar
terminology, are "forward-looking statements" within the meaning of
the federal securities laws. Although PPL Corporation believes that
the expectations and assumptions reflected in these forward-looking
statements are reasonable, these statements are subject to a number
of risks and uncertainties, and actual results may differ
materially from the results discussed in the statements. The
following are among the important factors that could cause actual
results to differ materially from the forward-looking statements:
market demand for energy in our U.S. service territories; weather
conditions affecting customer energy usage and operating costs; the
effect of any business or industry restructuring; the profitability
and liquidity of PPL Corporation and its subsidiaries; new
accounting requirements or new interpretations or applications of
existing requirements; operating performance of our facilities; the
length of scheduled and unscheduled outages at our generating
plants; environmental conditions and requirements and the related
costs of compliance; system conditions and operating costs;
development of new projects, markets and technologies; performance
of new ventures; asset or business acquisitions and dispositions;
any impact of severe weather on our business; receipt of necessary
government permits, approvals, rate relief and regulatory cost
recovery; capital market conditions and decisions regarding capital
structure; the impact of state, federal or foreign investigations
applicable to PPL Corporation and its subsidiaries; the outcome of
litigation against PPL Corporation and its subsidiaries; stock
price performance; the market prices of equity securities and the
impact on pension income and resultant cash funding requirements
for defined benefit pension plans; the securities and credit
ratings of PPL Corporation and its subsidiaries; cybersecurity
threats; political, regulatory or economic conditions in states,
regions or countries where PPL Corporation or its subsidiaries
conduct business, including any potential effects of threatened or
actual terrorism or war or other hostilities; British pound
sterling to U.S. dollar exchange rates; new state, federal or
foreign legislation, including new tax legislation; and the
commitments and liabilities of PPL Corporation and its
subsidiaries. Any such forward-looking statements should be
considered in light of such important factors and in conjunction
with factors and other matters discussed in PPL Corporation's Form
10-K and other reports on file with the Securities and Exchange
Commission.
Note to Editors: Visit our media website at
www.pplnewsroom.com for additional news about PPL
Corporation.
Contacts:
|
For news media: Ryan
Hill, 610-774-5997
For financial
analysts: Andy Ludwig, 610-774-3389
|
View original
content:http://www.prnewswire.com/news-releases/ppl-corporation-announces-pricing-of-common-stock-offering-with-a-forward-component-300645064.html
SOURCE PPL Corporation