ALLENTOWN, Dad., July 16, 2021 /PRNewswire/ — PPL Capital Funding, Inc. (“PPL Capital Funding”), a wholly owned subsidiary of PPL Corporation (NYSE: PPL), today announced the expiration and final results of the previously announced public takeover bids (collectively, the “Tender Offers” and each a “Tender Offer”) to purchase for cash (1) all of the outstanding 4.200% Senior Notes due 2022, 3,500% Senior Notes due 2022, 3,400% Senior Notes due 2023 and 3,950% Senior Notes due 2024 (collectively, the “All Bonds”) and (2) up to the Total Maximum Purchase Price (as defined in the Offer to purchase) of its outstanding 4.700% Senior Notes due 2043, 5,000% Senior Notes due 2044, 4,000% Senior Notes due 2047, 4.125% Senior Notes due 2030 and 3.100% Senior Notes due 2026 (collectively, the “Maximum Bond Tender Offer,” and the Maximum Tender Offer Notes together with the All Notes, the “Securities”).
The Tender Offers have expired on 11:59 PM, New York City time, on July 13, 2021 (the expiration date”). The terms of the Tender Offers are set out in the Offer to Buy, dated June 14, 2021, as amended by the press release of June 23, 2021, and as further modified by the press release of June 29, 2021 (the “Offer to Purchase”).
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PPL Capital Funding accepted for purchase $1,961,603,000 aggregate principal amount of the Securities validly offered and not validly withdrawn from: 5 p.m. New York City time up June 28, 2021 (the “Early Subscription Date”). Settlement for such Securities took place on: June 30, 2021. After the Early Subscription Date, no additional Securities were validly offered prior to the Maturity Date.
In accordance with the contracts applicable to the Any and All Notes, PPL Capital Funding has all remaining 4.200% Senior Notes due 2022, 3.500% Senior Notes due 2022, 3.400% Senior Notes due 2023 and 3.950% Senior Notes redeemed due 2024 that is not validly tendered and accepted for purchase in the All Offers on July 15, 2021. PPL Capital Funding also redeemed all of its outstanding 5.900% 2013 Series B Junior Subordinated Rate Notes due 2073 (the “2073 Notes”) at par. July 15, 2021 (the “Redemption Date”) in accordance with the agreement applicable to the 2073 Notes. The 2073 Notes were redeemed at a redemption price equal to 100% of the principal amount of the 2073 Notes plus accrued and unpaid interest until the Redemption Date. Notices of redemption were sent by The Bank of New York Mellon Trust Company, NA, as trustee, to all registered holders of the Notes and 2073 Notes on June 14, 2021.
JP Morgan Securities LLC, Barclays Capital Inc. and Morgan Stanley & Co. LLC are acting as lead dealer managers for the Tender Offers (the “Lead Dealer Managers”) and BMO Capital Markets Corp., RBC Capital Markets, LLC and Scotia Capital (USA) Inc. act as the co-dealer managers (the “Co-dealer Managers”). The information agent and procurement agent is DF King & Co., Inc. Copies of the offer to purchase and associated offering materials are available by telephone at DF King & Co., Inc. at (212) 269-5550 (for banks and brokers only) or (877) 283-0323 (for all others toll-free), or by email at [email protected]. Inquiries regarding the Tender Offers should be directed to JP Morgan Securities LLC at (212) 834-3424 (toll free) or (866) 834-4666, Barclays Capital Inc. at (800) 438-3242 (toll free) or (212) 528-7581 (collection), or Morgan Stanley & Co. LLC at (800) 624-1808 or (212) 761-1057. This press release does not constitute an offer to sell, solicitation to purchase or offer to buy or sell any securities. The Tender Offers are being made only pursuant to the Offer to Buy and only in the jurisdiction permitted under applicable law.
PPL Corporation (NYSE:PPL), located in Allentown, Pennsylvania, is a leading US energy company focused on providing electricity and natural gas safely, reliably and affordably to more than 2.5 million customers in the US. PPL’s high-performing, award-winning utilities are directly addressing energy challenges by building smarter, more resilient and more dynamic power grids and advancing sustainable energy solutions. For more information visit www.pplweb.com.
Warning Regarding Forward-Looking Statements
Statements in this press release, including but not limited to terms and expressions that “anticipate,” “believe,” “intend,” “estimate,” “expect,” “continue,” “should,” “could,” “may,” “plan,” “project,” “forecast,” “will,” “potential,” “forecast,” “target,” “guidance,” “prospect,” or other similar terminology, are “forward-looking statements” within the meaning of the federal securities laws. While PPL Corporation believes that the expectations and assumptions contained in these forward-looking statements are reasonable, these statements are subject to a number of risks and uncertainties, and actual results could differ materially from those expressed in the statements. The following are some of the important factors that could cause actual results to differ materially from the forward-looking statements: strategic acquisitions, dispositions or similar transactions, including the sale of our UK utilities and the anticipated acquisition of The Narragansett Electric Company, and our ability to execute or realize anticipated benefits from these business transactions; the COVID-19 pandemic or other pandemic health events or other catastrophic events, including severe weather, and their effect on financial markets, economic conditions and our businesses; weather conditions affecting the customer’s energy consumption and operating costs; significant declines in US electricity demand; the effect of a restructuring of a company or industry; the profitability and liquidity of PPL Corporation and its subsidiaries; new accounting requirements or new interpretations or applications of existing requirements; operational performance of our facilities; the duration of planned and unplanned outages in our production facilities; environmental conditions and requirements, and the associated costs of compliance; system conditions and operating costs; development of new projects, markets and technologies; performance of new ventures; receipt of necessary government permits, approvals, tariff relief and recovery of legal costs; capital market conditions, including interest rates, and capital structure decisions; the impact of any state, federal or foreign investigations applicable to PPL Corporation and its subsidiaries; the outcome of lawsuits involving PPL Corporation and its subsidiaries; stock price performance; the market prices of debt and equity securities and the impact on retirement income and the resulting funding requirements for defined benefit plans; the securities and credit ratings of PPL Corporation and its subsidiaries; political, regulatory or economic conditions in any states, regions or countries where PPL Corporation or its subsidiaries conduct business, including any direct or indirect effects of threatened or actual cyber-attacks, terrorism or war or other hostilities; new state, federal or foreign laws or regulatory developments, including new tax laws; and the obligations and liabilities of PPL Corporation and its subsidiaries. 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 filed with the Securities and Exchange Commission.
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SOURCE PPL Corporation
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