Item 3.03 Material Modification to Rights of Security Holders.
On June 4, 2020, The AES Corporation (the "Company" or "AES") announced the
results of the early settlement of its tender offers (the "Tender Offers") to
purchase for cash up to $1.433 billion aggregate purchase price of its
outstanding 4.000% Senior Notes due 2021 (the "2021 Notes"), 4.875% Senior Notes
due 2023 (the "4.875% 2023 Notes") and 4.500% Senior Notes due 2023 (the "4.500%
2023 Notes" and, together with the 2021 Notes and the 4.875% 2023 Notes, the
"Notes"). In conjunction with the Tender Offers, AES also commenced a
solicitation of consents (the "Consent Solicitation" and, collectively with the
Tender Offers, the "Offers") to amend the indenture governing the Notes (the
"Indenture") to shorten the notice requirements for optional redemption with
respect to each series of the Notes from thirty days to three business days, to
eliminate substantially all of the restrictive covenants in the Indenture with
respect to each series of Notes, to eliminate certain of the events (other than
for the failure to pay principal, premium or interest) which may lead to an
"Event of Default" in the Indenture with respect to each series of Notes and to
eliminate any restrictions preventing AES from consolidating with or merging
into any other person or conveying, transferring or leasing all or any of its
properties and assets to any person with respect to each series of Notes (the
"Proposed Amendments").
In connection with the Tender Offers, AES received the requisite consents of
holders of each series of the Notes, and entered into a Twenty-Fifth
Supplemental Indenture dated June 5, 2020 between the Company and Deutsche Bank
Trust Company Americas, as successor to Wells Fargo Bank, N.A. and Bank One,
National Association (formerly known as The First National Bank of Chicago), as
Trustee (the "Trustee"), to amend the indenture governing the Notes to give
effect to the Proposed Amendments (the "Supplemental Indenture").
AES previously announced that it completed on May 27, 2020 its offering of
$900,000,000 aggregate principal amount of its 3.300% Senior Notes due 2025 and
$700,000,000 aggregate principal amount of its 3.950% senior notes due 2030. AES
used a portion of the net proceeds from the offering to finance the early
settlement of the Offers and intends to use the remaining proceeds to retire
outstanding indebtedness and for general corporate purposes.
The foregoing description of the Supplemental Indenture does not purport to be
complete and is qualified in its entirety by reference to the Supplemental
Indenture, which is filed as Exhibit 4.1 and is incorporated herein by
reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit No. Description
4.1 Twenty-Fifth Supplemental Indenture, dated June 5, 2020, between The
AES Corporation and Deutsche Bank Trust Company Americas, as
Trustee.
104 Cover Page Interactive Data File (embedded within the Inline XBRL
document).
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