SAN FRANCISCO, Calif.- Pacific Gas and Electric Company (PG&E) announced today that as of 5:00 p.m., New York City time, on June 12, 2013 (the "Early Tender Date"), it had received tenders for an aggregate principal amount of approximately $461.4 million of its outstanding 4.80% Senior Notes due 2014 (the "Notes") in response to its previously announced cash tender offer. The tender offer is subject to the terms and conditions set forth in the Offer to Purchase dated May 28, 2013, the Letter of Transmittal, and related tender offer materials.
Holders of Notes validly tendered and not withdrawn at or prior to the Early Tender Date and accepted for purchase will be eligible to receive the "Total Consideration" specified in the table below, which includes the Early Tender Premium (as defined in the Offer to Purchase). Holders of Notes validly tendered and not withdrawn after the Early Tender Date but at or prior to 11:59 p.m., New York City time, on June 26, 2013 (such date and time, as it may be extended, the "Expiration Date") and accepted for purchase will be eligible to receive the Tender Offer Consideration, namely the Total Consideration minus the Early Tender Premium. In addition to the Total Consideration or Tender Offer Consideration, as applicable, holders of Notes accepted for purchase will receive Accrued Interest (as defined in the Offer to Purchase) on those Notes from the last interest payment date with respect to those Notes to, but not including, the Settlement Date (as defined in the Offer to Purchase). The Settlement Date for Notes validly tendered prior to the Early Tender Date is expected to be June 14, 2013.
The principal amount of Notes that may be purchased pursuant to the tender offer will not exceed the maximum tender amount of $500,000,000.
The tender offer will expire on the Expiration Date. The Settlement Date for Notes validly tendered after the Early Tender Date and on or before the Expiration Date is expected to be June 27, 2013. The withdrawal deadline of 5:00 p.m., New York City time, on June 10, 2013 (the "Withdrawal Deadline") has passed and has not been extended. Holders of Notes who validly tendered their Notes prior to the Withdrawal Deadline, and Holders of Notes who validly tender their Notes after the Withdrawal Deadline but on or prior to the Expiration Date, may not withdraw their tendered Notes unless PG&E is required to extend withdrawal rights under applicable law.
BofA Merrill Lynch and Citigroup Global Markets Inc. are acting as dealer managers for the tender offer. The information agent and tender agent is D.F. King and Co., Inc. The tender offer is made only by the Offer to Purchase and the related Letter of Transmittal, and the information in this press release is qualified by reference to such documents. Copies of the Offer to Purchase, Letter of Transmittal and related tender offer materials are available by contacting D.F. King & Co., Inc. at (800) 290-6426 (toll-free) or (212) 269-5550 (collect). Questions regarding the tender offer should be directed to BofA Merrill Lynch at (888) 292-0070 (toll-free) or (980) 387-3907 (collect) or Citigroup Global Markets Inc. at (800) 558-3745 (toll-free) or (212) 723-6106 (collect).
This press release is for informational purposes only and does not constitute an offer to sell or purchase, or the solicitation of an offer to sell or purchase, or the solicitation of tenders with respect to the Notes.
The tender offer is not being made to holders 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. In any jurisdiction in which the tender offer is required to be made by a licensed broker or dealer, it shall be deemed to be made by the dealer managers or any other licensed broker or dealer on behalf of PG&E.
|Title of Security
||Reference U.S. Treasury Security
||Bloomberg Reference Page
||Early Tender Premium(1)
|4.80% Senior Notes due 2014
||0.25% U.S. Treasury Note due February 28, 2014
(1) Per $1,000 principal amount of Notes validly tendered.
About Pacific Gas and Electric Company
Pacific Gas and Electric Company, a subsidiary of PG&E Corporation (NYSE:PCG), is one of the largest combined natural gas and electric utilities in the United States. Based in San Francisco, with 20,000 employees, the company delivers some of the nation's cleanest energy to 15 million people in Northern and Central California. For more information, visit www.pge.com/about/newsroom/ or www.pgecurrents.com
Certain information contained in this press release constitutes forward-looking statements, including the statements regarding the timing and settlement of the tender offer. These statements relate to future events and can generally be identified by words such as "expects" and "intends." Forward-looking statements are inherently uncertain. The success of the tender offer is subject to a number of conditions, including the financing condition described in the Offer to Purchase, not all of which are within PG&E's control. Actual results may differ materially from those indicated by such forward-looking statements as a result of risks and uncertainties, including but not limited to changes in national or regional economies, changes in the interest rate environment and other factors discussed or referenced in PG&E's most recent Annual Report on Form 10-K and Quarterly Report on Form 10-Q filed with the SEC, under the heading "Risk Factors" and elsewhere, and any subsequent periodic or current reports filed by PG&E with the SEC. In addition, any forward-looking statements speak only as of the date such statements are made. While PG&E may elect to update forward-looking statements at some point in the future, PG&E specifically disclaims any obligation to do so.