Cision PR Newswire

CFE ANNOUNCES EARLY TENDER RESULTS FOR ITS PREVIOUSLY ANNOUNCED CASH TENDER OFFER

MEXICO CITY, June 2, 2022 /PRNewswire/ -- Comisión Federal de Electricidad ("CFE" or the "Company"), a productive state enterprise of the Federal Government of the United Mexican States ("Mexico"), announced today the early tender results of its previously announced tender offer to purchase for cash its notes of the series set forth in the table below (all such notes, collectively, the "Notes" and each a "series" of Notes), for an aggregate purchase price, excluding accrued and unpaid interest, of up to US$1,000,000,000, upon the terms and subject to the conditions set forth in the offer to purchase dated May 19, 2022 (as it may be amended or supplemented from time to time, the "Offer to Purchase") and subject to (1) the maximum per series consideration for the 4.875% Notes due 2024 set forth in the table below, (2) the acceptance priority level of each series of Notes, and (3) possible proration, each as described herein and in the Offer to Purchase.  

The following table sets forth certain information relating to the Offer, including the principal amount of Notes tendered on or prior to 5:00 p.m. (New York City time) on June 2, 2022 (the "Early Tender Date"):

Title of Security

CUSIPs

ISINs

Principal Amount
Outstanding

Acceptance
Priority Level

Maximum Per Series

Consideration

Principal Amount
Tendered on or prior to the
Early Tender Date

4.875% Notes due 2024

200447 AD2;
P30179 AM0

US200447AD28;
USP30179AM09

US$1,250,000,000

1

US$500,000,000

US$380,312,000

6.125% Notes due 2045

200447 AE0;

P30179 AR9

US200447AE01;

USP30179AR95

US$700,000,000

2

N/A

US$81,692,000

5.750% Notes due 2042

200447 AC4;

P30179 AK4

US200447AC45;

USP30179AK43

US$750,000,000

3

N/A

US$186,429,000

4.677% Notes due 2051

200447 AJ9;
P29595 AE8

US200447AJ97;

USP29595AE80

US$800,000,000

4

N/A

US$187,273,000

4.75% Notes due 2027

200447 AF7;

P29595 AB4

US200447AF75;
USP29595AB42

US$1,000,000,000

5

N/A

US$185,032,000

3.348% Notes due 2031

200447 AH3;

P29595 AD0

US200447AH32;

USP29595AD08

US$1,200,000,000

6

N/A

US$208,866,000

On the terms and subject to the conditions set forth in the Offer to Purchase, CFE intends to accept for purchase all Notes validly tendered on or prior to the Early Tender Date promptly after the determination of the tender consideration payable per each US$1,000 principal amount of each series of Notes validly tendered and not validly withdrawn on or prior to the Early Tender Date (the "Early Tender Consideration").  Promptly after 11:00 a.m. (New York City time) tomorrow, June 3, 2022, CFE expects to issue a press release announcing, among other things, (i) the aggregate principal amount of Notes accepted in the Offer, (ii) the Early Tender Consideration payable for each series of Notes accepted in the Offer, and (iii) the aggregate purchase price, excluding accrued and unpaid interest, expected to be paid for each series of Notes accepted in the Offer. 

Withdrawal rights for the Offer expired at 5:00 p.m. (New York City time) on June 2, 2022. The Offer will expire at 11:59 p.m. (New York City Time) on June 16, 2022, unless extended by CFE in its sole discretion.

All conditions described in the Offer to Purchase that were to be satisfied or waived on or prior to the Early Tender Date have been satisfied.

*   *   *

CFE has retained BBVA Securities Inc., Citigroup Global Markets Inc., Deutsche Bank Securities Inc. and Mizuho Securities USA LLC to act as dealer managers in connection with the Offer (the "Dealer Managers"). Any questions or requests for assistance regarding the Offer may be directed to the Dealer Managers at their contact information set forth below.

BBVA Securities Inc. 
1345 Avenue of the Americas
New York, New York 10105
United States of America

Attn: Liability Management

Toll Free: +1 800-422-8692

Collect: +1 212-728-2446

Citigroup Global Markets Inc. 
388 Greenwich Street, 4th Floor Trading
New York, New York 10013
United States of America

Attn: Liability Management

Toll-Free: +1 800-558-3745

Collect: +1 212-723-6106

Deutsche Bank Securities Inc.

1 Columbus Circle

New York, New York 10019

United States of America

Attn: Liability Management Group

Toll-Free: +1 855-287-1922

Collect: +1 212-250-7527

Mizuho Securities USA LLC 
1271 Ave. of the Americas
New York, New York 10020
United States of America

Attn: Liability Management

Toll-Free: +1 866-271-7403

Collect: +1 212-205-7736

Copies of the Offer to Purchase may be obtained from Global Bondholder Services Corporation, the tender agent (the "Tender Agent") and the information agent (the "Information Agent") for the Offer, at +1 (855) 654-2015 (toll-free) or +1 (212) 430-3774 (collect).

Disclaimer

This press release must be read in conjunction with the Offer to Purchase. This announcement and the Offer to Purchase contain important information which must be read carefully before any decision is made with respect to the Offer. If any holder of Notes is in any doubt as to the action it should take, it is recommended to seek its own legal, tax, accounting and financial advice, including as to any tax consequences, immediately from its stockbroker, bank manager, attorney, accountant or other independent financial or legal adviser. Any individual or company whose Notes are held on its behalf by a broker, dealer, bank, custodian, trust company or other nominee or intermediary must contact such entity if it wishes to participate in the Offer. None of the Company, the Dealer Managers, the Tender Agent and the Information Agent and any person who controls, or is a director, officer, employee or agent of any such person, or any affiliate of any such person, makes any recommendation as to whether holders of Notes should participate in the Offer.

The Offer to Purchase has not been filed with the U.S. Securities and Exchange Commission, nor has it been filed with or reviewed by any federal or state securities commission or regulatory authority of any country. No authority has passed upon the accuracy or adequacy of the Offer to Purchase, and it is unlawful and may be a criminal offense to make any representation to the contrary.

THE INFORMATION CONTAINED HEREIN AND IN THE OFFER TO PURCHASE IS EXCLUSIVELY CFE'S RESPONSIBILITY AND HAS NOT BEEN REVIEWED OR AUTHORIZED BY THE MEXICAN NATIONAL BANKING AND SECURITIES COMMISSION (COMISIÓN NACIONAL BANCARIA Y DE VALORES, OR THE "CNBV"). CFE HAS NOT FILED AND WILL NOT FILE WITH THE CNBV A REQUEST FOR AUTHORIZATION OF THE OFFER. THE OFFER DOES NOT CONSTITUTE A PUBLIC OFFERING (OFERTA PÚBLICA) OF ANY KIND (INCLUDING AN OFERTA PÚBLICA DE ADQUISICIÓN) IN MEXICO AND IT MAY NOT BE PUBLICLY DISTRIBUTED IN MEXICO. THE OFFER MAY ONLY BE MADE AVAILABLE IN MEXICO TO INVESTORS THAT QUALIFY AS INSTITUTIONAL OR ACCREDITED INVESTORS (INVERSIONISTAS INSTITUCIONALES OR INVERSIONISTAS CALIFICADOS), SOLELY PURSUANT TO THE PRIVATE OFFERING EXEMPTION SET FORTH IN NUMERAL I. OF ARTICLE 8 OF THE MEXICAN SECURITIES MARKET LAW (LEY DEL MERCADO DE VALORES). IN MAKING A DECISION AS TO WHETHER TO TENDER ANY OF THEIR NOTES, ALL HOLDERS MUST RELY ON THEIR OWN REVIEW AND EXAMINATION OF THE TERMS OF THE OFFER. CFE WILL NOTIFY THE CNBV OF THE RESULTS OF THE OFFER FOR INFORMATIONAL AND STATISTICAL PURPOSES ONLY, AND THE FILING OR RECEIPT OF SUCH NOTICE BY THE CNBV DOES NOT IMPLY ANY CERTIFICATION AS TO THE INVESTMENT QUALITY OF THE NOTES, CFE'S SOLVENCY, LIQUIDITY OR CREDIT QUALITY OR THE ACCURACY OR COMPLETENESS OF THE INFORMATION SET FORTH HEREIN.

The Offer is being made solely on the terms and conditions set forth in the Offer to Purchase. Under no circumstances shall this press release constitute an offer to buy or the solicitation of an offer to sell the Notes or any other securities of the Company or any of its subsidiaries. The Offer is not being made to, nor will the Company accept tenders of Notes from, holders in any jurisdiction in which the Offer or the acceptance thereof would not be in compliance with the securities or blue sky laws of such jurisdiction.

Forward-Looking Statements

Statements in this press release may be forward-looking statements. Forward-looking statements are information of a non-historical nature or which relate to future events and are subject to risks and uncertainties. No assurance can be given that the transactions described herein will be consummated or as to the ultimate terms of any such transactions. CFE undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information or future events or for any other reason.

 

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SOURCE Comisión Federal de Electricidad