BUENOS
AIRES, Argentina, Sept. 10,
2024 /PRNewswire/ -- Pampa Energía S.A.
("Pampa," the "Company" or "we") announced today the settlement of
its previously announced cash tender offer (the "Tender Offer") to
purchase any and all of Pampa's outstanding Series 1 7.500% Notes
due 2027 (the "Notes") issued by the Company under the indenture
dated as of January 24, 2017
(the "Indenture"). The Tender Offer expired at 8:00 a.m., New York
City time, on September 5,
2024 (such date and time, the "Expiration Time") and the
preliminary results were announced later that day. The Tender Offer
settled today, September 10, 2024
(the "Settlement Date").
The Tender Offer was made pursuant to the terms and
conditions set forth in the offer to purchase dated August 26, 2024 (the "Offer to Purchase") and the
accompanying notice of guaranteed delivery instruction (the "Notice
of Guaranteed Delivery" and, together with the Offer to Purchase,
the "Offer Documents").
The following table sets forth the aggregate principal amount of
Notes validly tendered in the Tender Offer (including pursuant to
the Guaranteed Delivery Procedures (as defined in the Offer
Documents), all of which Pampa accepted for purchase:
Notes
|
CUSIP / ISIN /
Common Code Numbers
|
Principal Amount
Outstanding Prior to Tender Offer
|
Principal Amount
Validly
Tendered and Accepted for Purchase
|
Tender Offer
Consideration(2)
(3)
|
Series 1 7.500% Notes
due 2027
|
697660 AA6/
US697660AA69 / 155564636
P7464E AA4/
USP7464EAA49 / 155566132
|
US$750,000,000(1)
|
US$397,296,000
|
US$1,000
|
|
|
|
|
(1) Including U.S.$153
million principal amount of Notes which are held by a third party
lender of the Company as security for such financing.
(2) Per U.S.$1,000 principal amount of Notes validly tendered
and accepted for purchase. The Offer Consideration does not include
accrued interest.
(3) Holders will also receive accrued interest from and including
the last interest payment date for the Notes up to but not
including the Settlement Date.
|
Pampa paid an aggregate amount of US$397,296,000 as tender consideration for the
Notes accepted for purchase in the Tender Offer, including those
validly tendered through Guaranteed Delivery Procedures. In
addition to the tender consideration, the total amount of Accrued
Interest paid by Pampa in respect of the Notes accepted for
purchase was US$3,807,420.08.
Pampa engaged Citigroup Global Markets Inc., Deutsche Bank
Securities Inc., J.P. Morgan Securities LLC and Santander US
Capital Markets LLC to act as the Dealer Managers in connection
with the Tender Offer and Banco Santander Argentina S.A. and Banco
de Galicia y Buenos Aires S.A.U. to act as local information agents
in Argentina. Morrow Sodali
International LLC (trading as Sodali & Co) acted as Tender and
Information Agent for the Tender Offer.
This
press release is neither an offer to purchase nor a solicitation
of an offer to sell any
Notes in the Tender Offer. The Tender Offer was
made only by, and pursuant to the terms of, the Offer Documents.
The Tender Offer was not made in any jurisdiction in which the
making or acceptance thereof would not be in compliance with
the securities, blue sky or other laws of such jurisdiction, and do
not constitute an offer to buy or the solicitation of an offer to
sell Notes in any jurisdiction or in any circumstances in which
such offer or solicitation is unlawful. In those jurisdictions
where the securities, blue sky or other laws required the Tender
Offer to be made by a licensed broker or dealer, the Tender Offer
was deemed to be made on behalf of Pampa by the Dealer Managers or
one or more registered brokers or dealers licensed under the laws
of such jurisdiction.
NEITHER THE OFFER TO PURCHASE NOR ANY OF THE OFFER DOCUMENTS
RELATING TO THE TENDER OFFER HAVE BEEN FILED WITH OR REVIEWED BY
THE FEDERAL OR ANY STATE SECURITIES COMMISSION OR REGULATORY
AUTHORITY OF ANY COUNTRY, NOR HAS ANY SUCH COMMISSION OR AUTHORITY
PASSED UPON THE ACCURACY OR ADEQUACY OF THE OFFER TO PURCHASE OR
ANY OF THE OFFER DOCUMENTS RELATING TO THE TENDER OFFER. ANY
REPRESENTATION TO THE CONTRARY IS UNLAWFUL AND MAY BE A CRIMINAL
OFFENSE.
Forward Looking Statements
This press release contains forward-looking statements within
the meaning of the United States Private Securities Litigation
Reform Act of 1995, as amended. Actual results may differ
materially from those reflected in the forward-looking statements.
We undertake no obligation to update any forward-looking statement
or other information contained in this press release to reflect
events or circumstances occurring after the date of this press
release or to reflect the occurrence of unanticipated events or
circumstances, including, without limitation, changes in our
business or acquisition strategy or planned capital expenditures,
or to reflect the occurrence of unanticipated events.
About Pampa
Pampa is an Argentine leading independent energy company,
participating in the electricity and gas businesses. We and our
subsidiaries, joint ventures and affiliates are engaged in the
generation and transmission of electricity, exploration,
production, commercialization and transportation of oil and gas,
and production of petrochemical products. Our shares are traded on
the New York Stock Exchange and the Bolsas y Mercados Argentinos
S.A.
For further information, see our website www.pampa.com or
contact:
Investor Relations
Phone: +54‑11‑4344-6000
Email: investor@pampa.com
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SOURCE Pampa Energía S.A.