NEWARK, N.J., April 13 /PRNewswire-FirstCall/ -- PSEG Power LLC
("PSEG Power"), a wholly-owned subsidiary of Public Service
Enterprise Group Incorporated (NYSE: PEG), announced today the
expiration of the early participation period in connection with its
offer to eligible holders to exchange up to $250,000,000 of its outstanding 7.75% Senior
Notes due 2011 (the "old notes") held by them for its newly-issued
5.125% Senior Notes due 2020 (the "new notes"), fully and
unconditionally guaranteed by PSEG Power's three principal
operating subsidiaries (the "subsidiary guarantees"), plus a cash
payment, the complete terms and conditions of which are set forth
in a confidential offering memorandum dated March 29, 2010 (the "offering memorandum") and
the related letter of transmittal (the "exchange offer").
As of 5:00 p.m., New York City time, on April 12, 2010 (the "early participation date"),
according to Global Bondholder Services Corporation, the exchange
agent for the exchange offer, the aggregate principal amount of old
notes validly tendered and not withdrawn was $194,796,000.
The "total exchange price" for each $1,000 principal amount of old notes tendered and
accepted for exchange by PSEG Power, using a yield of 0.819%, will
be $1,066.59, consisting of
$266.65 in cash and $801.04 principal amount of new notes, as
calculated in accordance with the offering memorandum. The
total exchange price is inclusive of an "early participation
payment" of $30.00, payable only to
eligible holders who validly tendered and who did not validly
withdraw their old notes at or prior to the early participation
date.
The exchange offer will expire at midnight, New York City time, on April 26, 2010, unless extended (the "expiration
date"). Eligible holders who validly tender old notes after
the early participation date but at or prior to the expiration
date, and whose tenders are accepted for exchange by PSEG Power,
will receive the total exchange price minus the early participation
payment (the "exchange price"), which will be $1,036.59, consisting of $259.15 in cash and $778.51 principal amount of new notes, as
calculated in accordance with the offering memorandum.
Each holder whose old notes are accepted for exchange by PSEG
Power will receive a cash payment representing interest, if any,
that has accrued from the most recent interest payment date in
respect of the old notes up to but not including the settlement
date, as adjusted in accordance with the offering memorandum.
Tenders of old notes in the exchange offer may no longer be
withdrawn, except where additional withdrawal rights are required
by law (as determined by PSEG Power in its sole discretion).
Consummation of the exchange offer is subject to a number of
conditions, including the absence of certain adverse legal and
market developments. If more than $250
million aggregate principal amount of the old notes are
validly tendered in the exchange offer, PSEG Power will only accept
for exchange old notes in an aggregate principal amount of up to
$250 million on a pro rata basis
among the tendering holders.
The new notes will constitute a further issuance of, and will
form a single series with, the 5.125% Senior Notes due 2020, which
we issued on April 5, 2010 in the
aggregate principal amount of $250,000,000.
If and when issued, the new notes and the subsidiary guarantees
will not have been registered under the Securities Act of 1933 or
any state securities laws. The new notes and subsidiary
guarantees may not be offered or sold in the United States or to any U.S. persons
except pursuant to an exemption from, or in a transaction not
subject to, the registration requirements of the Securities Act of
1933 and applicable state securities laws. A registration
rights agreement provides for the registration of the new notes
(and the subsidiary guarantees).
The exchange offer is only made, and copies of the exchange
offer documents will only be made available, to a holder of old
notes who has certified in an eligibility letter certain matters to
PSEG Power, including its status as a "qualified institutional
buyer" as defined in Rule 144A under the Securities Act of 1933 or
that it is a person other than a "U.S. person" as defined in Rule
902 under the Securities Act of 1933.
This press release does not constitute an offer or an invitation
by PSEG Power to participate in the exchange offer in any
jurisdiction in which it is unlawful to make such an offer or
solicitation in such jurisdiction.
FORWARD-LOOKING STATEMENT
Readers are cautioned that statements contained in this press
release about our and our subsidiaries' future performance,
including future revenues, earnings, strategies, prospects and all
other statements that are not purely historical, are
forward-looking statements. Although we believe that our
expectations are based on reasonable assumptions, we can give no
assurance they will be achieved. The results or events
predicted in these statements may differ materially from actual
results or events. Factors which could cause results or
events to differ from current expectations include, but are not
limited to:
- Adverse changes in energy industry, law, policies and
regulation, including market structures and rules, and reliability
standards.
- Changes in federal and state environmental regulations that
could increase our costs or limit operations of our generating
units.
- Changes in nuclear regulation and/or developments in the
nuclear power industry generally, that could limit operations of
our nuclear generating units.
- Actions or activities at one of our nuclear units located on a
multi-unit site that might adversely affect our ability to continue
to operate that unit or other units at the same site.
- Any inability to balance our energy obligations, available
supply and trading risks.
- Any deterioration in our credit quality.
- Availability of capital and credit at commercially reasonable
terms and our ability to meet cash needs.
- Any inability to realize anticipated tax benefits or retain tax
credits.
- Changes in the cost of or interruption in the supply of fuel
and other commodities necessary to the operation of our generating
units.
- Delays or unforeseen cost escalations in our construction and
development activities.
- Increase in competition in energy markets in which we
compete.
- Adverse performance of our decommissioning and defined benefit
plan trust fund investments, and changes in discount rates and
funding requirements.
- Changes in technology and increased customer conservation.
For further information, please refer to our Annual Report on
Form 10-K, including Item 1A. Risk Factors, and subsequent reports
on Form 10-Q and Form 8-K filed with the Securities and Exchange
Commission. These documents address in further detail our
business, industry issues and other factors that could cause actual
results to differ materially from those indicated in this press
release. In addition, any forward-looking statements
included herein represent our estimates only as of today and should
not be relied upon as representing our estimates as of any
subsequent date. While we may elect to update forward-looking
statements from time to time, we specifically disclaim any
obligation to do so, even if our internal estimates change, unless
otherwise required by applicable securities laws.
Public Service Enterprise Group (NYSE: PEG) is a publicly
traded diversified energy company with annual revenues of more than
$12 billion, and three principal
subsidiaries: PSEG Power, Public Service Electric and Gas Company
(PSE&G) and PSEG Energy Holdings.
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SOURCE PSEG Power