(Edelcos, 12.Nov.2021) — Empresa de Energía del Cono Sur S.A. (Edelcos), along with its affiliate South American Energy LLP (“SAE” and together with Edelcos, the “Bidders”), commenced a previously announced all-cash tender offer in the US for all outstanding Class B Shares, including outstanding Class B Shares represented by American Depositary Shares (each representing 20 Class B Share held by US holders of Empresa Distribuidora y Comercializadora Norte S.A. (Edenor) for Ps. 29.34 per Class B Share, without interest and less any applicable withholding taxes, fees and paid distributions.
The terms and conditions of the US Offer are described in the US Offer to Purchase and related documents to be filed by Edelcos and its affiliate with the United States Securities and Exchange Commission (SEC) today, 12 November 2021.
Simultaneously with the US Offer, Edelcos is making an offer (the “Argentine Offer,” and together with the US Offer, the “Offers”), in accordance with the tender offer rules of the Republic of Argentina, to purchase all outstanding Class B Shares of Edenor not owned by Edelcos or its affiliates, for the same price and on substantially the same terms as the US Offer (including that it will be paid in Argentine pesos in Argentina). The Offer Price of Ps.29.34 per Class B Share is below Ps.66.7, the closing trading price per Class B Share on the BYMA, and the aggregate Offer Price of Ps.586.80 for the twenty (20) Class B Shares underlying each ADS is below the aggregate closing trading price of Ps.1,334.00 for twenty (20) Class B Shares on the BYMA, in each case, as of 11 November 2021 (the last trading day prior to the Commencement Date).
The US Offer will expire at 5:00 pm, New York City time on 13 December 2021, unless the offer period is extended by the Bidders.
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