(Edenor, 10.May.2022) — Empresa Distribuidora y Comercializadora Norte S.A. (Edenor) announced that its offer to exchange any and all of its outstanding 9.75% Senior Notes due 2022 (the “Existing Notes“) for the applicable amount of newly issued 9.75% Senior Notes due 2025 (the “New Notes“) and cash, as applicable, made upon the terms and subject to the conditions set forth in the Exchange Offer Memorandum, dated 12 April 2022, as amended and supplemented by Supplement No. 1, dated April 29, 2022, expired at 5:00p.m., New York City time, on 9 May 2022 (the “Expiration Date“). As of the Expiration Date, U.S.$71,826,000 in aggregate principal amount of Existing Notes, representing 73.25% of the aggregate principal amount of Existing Notes outstanding, have been tendered and accepted in the Exchange Offer (the “Tendered Notes“). Of the aggregate principal amount of Tendered Notes (i) U.S.$41,699,000, representing approximately 42.53% of the outstanding principal amount of Existing Notes, were tendered under Option A, and (ii) U.S.$30,127,000, representing approximately 30.72% of the outstanding principal amount of Existing Notes, were tendered under Option B.
The company intends to pay the applicable Exchange Consideration for the Tendered Notes together with the Accrued Interest Payment on or about 12 May 2022 (the “Settlement Date“).
On the Settlement Date, the company expects to issue U.S.$52,706,268 aggregate principal amount of New Notes and to pay approximately U.S.$21,878,499.08 cash consideration (including the Accrued Interest Payment) as total consideration for the Tendered Notes. Per US$1,000 principal amount of Existing Notes validly tendered and accepted in the Exchange Offer, each Eligible Holder will receive (i) U.S.$1,050 principal amount of New Notes per U.S.$1,000 principal amount of Existing Notes tendered under Option A, or (ii) U.S.$296.16 principal amount of New Notes and U.S.$715.23 of Pro Rata Cash Consideration per U.S.$1,000 principal amount of Existing Notes tendered under Option B, in each case plus the applicable Accrued Interest Payment.
The New Notes will be issued under an indenture (the “New Notes Indenture“), to be dated as of May 12, 2022 among the Company, as issuer, The Bank of New York Mellon, as trustee (the “Trustee“, which term shall include any successor as Trustee under the New Notes Indenture) and Banco de Valores S.A., as representative of the Trustee in Argentina.
Morrow Sodali Limited acted as the Exchange and Information Agent for the Offer (Email: Edenor@investor.morrowsodali.com).
BofA Securities, Inc. and BCP Securities, Inc. acted as dealer managers for the Offer outside Argentina.
Global Valores S.A. acted as Argentine Dealer Manager for the Offer in Argentina.
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