The AES Corporation (NYSE: AES) announced today that it has commenced a
registered underwritten public offering of 40 million shares of its
common stock (the “Offering”), all of which will be offered by Terrific
Investment Corporation (the “Selling Stockholder”), a subsidiary
controlled by China Investment Corporation (“CIC”). AES will not receive
any of the proceeds from the Offering. The Selling Stockholder has
granted to the underwriters an option to purchase up to 6 million
additional shares at the public offering price, less the underwriting
discount, to cover over-allotments, if any, for a period of 30 days from
the date of this press release.
At the same time, AES announced that its Board of Directors increased
the size of AES’ common stock repurchase authorization to $450 million
from $239 million available as of September 30, 2013. In addition, AES
has entered into a stock repurchase agreement with the Selling
Stockholder to repurchase 20 million shares of its common stock
contingent on the closing of the Offering. Under the Board’s
authorization, the remaining shares may be repurchased from time to time
in open market or privately negotiated transactions, subject to market
conditions and other factors.
The repurchase of shares from the Selling Stockholder will be effected
in a private, non-underwritten transaction at a price per share equal to
96% of the public offering price per share of common stock sold by the
Selling Stockholder in the Offering, such price per share not to exceed
the lesser of: (i) $14.50; or (ii) the last reported sale price of AES’
common stock on the New York Stock Exchange as of December 11, 2013. AES
will use cash on hand, as well as borrowings under its revolving credit
facility to fund the stock repurchase. AES expects to repay any revolver
borrowings upon receipt of dividends from certain of its subsidiaries
expected by fiscal year-end. In connection with the repurchase
transaction, the Board of Directors engaged Barclays Capital Inc. to act
as its financial advisor. The closing of the stock repurchase is
contingent on the closing of the Offering and the satisfaction of
certain other customary conditions. The closing of the Offering is not
contingent on the closing of the stock repurchase.
“We are pleased to have partnered with CIC on this agreement, and will
be repurchasing shares at a modest discount to the offering price,” said
Andrés Gluski, AES President and Chief Executive Officer. “This
transaction is an acceleration of planned repurchases of our shares, and
is in-line with our capital allocation framework to maximize value for
our shareholders.”
“CIC is selling its shares of AES as a part of its normal investment
management process,” said Mr. Dapeng Xu, Director of CIC. “CIC remains
supportive of AES’ management team and the strategic direction of the
company.”
Barclays, J.P. Morgan and Morgan Stanley are acting as joint
book-running managers of the Offering. BofA Merrill Lynch, SunTrust
Robinson Humphrey and UBS Investment Bank are acting as co-managers of
the Offering.
AES has filed an effective shelf registration statement (including a
prospectus) with the Securities and Exchange Commission (the “SEC”) for
the Offering to which this communication relates. Before you invest, you
should read the prospectus in that registration statement, the
prospectus supplement to which the Offering relates and the other
documents incorporated by reference therein, which AES has filed with
the SEC for more complete information about AES and the Offering. You
may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov.
Alternatively, copies may be obtained from Barclays, c/o Broadridge
Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717
(telephone: 888-603-5847 or email: barclaysprospectus@broadridge.com);
J.P. Morgan, c/o Broadridge Financial Solutions, 1155 Long Island
Avenue, Edgewood, NY 11717 (telephone: 866-803-9204); or Morgan Stanley,
c/o Morgan Stanley & Co. LLC, Attn: Prospectus Department, 180 Varick
Street, 2nd Floor, New York, NY 10014 (telephone: 866-718-1649 or email: prospectus@morganstanley.com).
This press release does not constitute an offer to sell, or a
solicitation of an offer to buy, nor shall there be any sale of these
securities in any state or jurisdiction in which such an offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such state or
jurisdiction.
About AES
The AES Corporation (NYSE: AES) is a Fortune 200 global power company.
We provide affordable, sustainable energy to 21 countries through our
diverse portfolio of distribution businesses as well as thermal and
renewable generation facilities. Our workforce of 25,000 people is
committed to operational excellence and meeting the world’s changing
power needs. Our 2012 revenues were $18 billion and we own and manage
$42 billion in total assets.
Safe Harbor Disclosure
This news release contains forward-looking statements within the meaning
of the Securities Act of 1933 and of the Securities Exchange Act of
1934. Such forward-looking statements include, but are not limited to,
those related to the Offering and the concurrent stock repurchase from
the Selling Stockholder. Forward-looking statements are not intended to
be a guarantee of future results, but instead constitute AES’ current
expectations based on reasonable assumptions.
Consummation of the Offering and our intended concurrent stock
repurchase are subject to risks and uncertainties, such as our continued
eligibility to use our shelf registration statement, our ability to fund
the repurchase of our common stock, general economic conditions and
other risks and uncertainties. Important factors that could affect
actual results are discussed in AES’ filings with the Securities and
Exchange Commission (the “SEC”), including, but not limited to, the
risks discussed under Item 1A “Risk Factors” and Item 7: Management’s
Discussion & Analysis in AES’ 2012 Annual Report on Form 10-K and in
subsequent reports filed with the SEC. Readers are encouraged to read
AES’ filings to learn more about the risk factors associated with AES’
business. AES undertakes no obligation to update or revise any
forward-looking statements, whether as a result of new information,
future events or otherwise.
Any Stockholder who desires a copy of the Company’s 2012 Annual Report
on Form 10-K dated on or about February 26, 2013 with the SEC may obtain
a copy (excluding Exhibits) without charge by addressing a request to
the Office of the Corporate Secretary, The AES Corporation, 4300 Wilson
Boulevard, Arlington, Virginia 22203. Exhibits also may be requested,
but a charge equal to the reproduction cost thereof will be made.
Copyright Business Wire 2013