Fortis Inc. Announces Tender Offer for Up to USD 400 Million of its 3.055% Notes Due 2026
April 04, 2019 at 05:38 pm EDT
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Fortis Inc. announced a tender offer to purchase for cash up to USD 400 million aggregate principal amount (the "Maximum Tender Amount") of its outstanding 3.055% Notes due 2026 (the "Notes"). The tender offer is being made upon, and is subject to, the terms and conditions in the Offer to Purchase, dated April 4, 2019 (the "Offer to Purchase"), including the consummation of the previously announced sale of its 51% interest in the Waneta Expansion Hydroelectric Project in British Columbia pursuant to the definitive agreement, dated as of January 28, 2019, among Fortis, Columbia Power Corporation and Columbia Basin Trust. If holders of the Notes ("Holders") validly tender Notes in an aggregate principal amount in excess of the Maximum Tender Amount, Fortis will accept for purchase an amount of Notes equal to such Maximum Tender Amount and will pay Holders of such validly tendered Notes in accordance with the proration procedures. The tender offer will expire at 11:59 p.m., New York City time, on May 1, 2019 (such date and time, as it may be extended, the "Expiration Date"), unless extended or earlier terminated. Holders of Notes that are validly tendered prior to 5:00 p.m., New York City time, on April 17, 2019 (such date and time, as it may be extended or earlier terminated by Fortis in its sole discretion, the "Early Tender Date") and accepted for purchase will receive the Total Consideration, which includes the early tender premium (the "Early Tender Premium"). Holders tendering Notes after the Early Tender Date but at or prior to the Expiration Date will be eligible to receive only the Tender Offer Consideration, which will equal the Total Consideration less the Early Tender Premium (the "Tender Offer Consideration"). Because Fortis intends to accept for payment all Notes validly tendered at or prior to the Early Tender Date, subject to the Maximum Tender Amount and the other terms and conditions, there is no assurance as to the amount of Notes, if any, that Fortis will accept that are tendered after the Early Tender Date. No tenders submitted after the Expiration Date will be valid. Tendered Notes may be withdrawn from the tender offer prior to 5:00 p.m., New York City time, on April 17, 2019 (such date and time, as it may be extended, the "Withdrawal Deadline"). Holders of Notes who validly tender their Notes after the Withdrawal Deadline but at or prior to the Expiration Date may not withdraw their Notes except in the limited circumstances. The "Total Consideration" for each USD 1,000 principal amount of Notes validly tendered at or prior to the Early Tender Date and accepted for purchase pursuant to the tender offer will be determined by reference to the fixed spread (the "Fixed Spread") specified in the table above for the Notes over the yield (the "Reference Yield") based on the bid-side price of the U.S. Treasury Security specified (the "Reference Treasury Security"), as calculated by Goldman Sachs & Co. LLC at 2:00 p.m., New York City time, on April 17, 2019, assuming that the Early Tender Date is not extended. The Total Consideration also includes the Early Tender Premium.
Fortis Inc. is a Canada-based diversified regulated electric and gas utility holding company. The Company's regulated utility businesses includes ITC Investment Holdings Inc., ITC Holdings Corp. and the electric transmission operations of its regulated operating subsidiaries, which include International Transmission Company, Michigan Electric Transmission Company, LLC, ITC Midwest LLC and ITC Great Plains, LLC; UNS Energy Corporation, which primarily includes Tucson Electric Power Company (TEP), UNS Electric, Inc. and UNS Gas, Inc.; CH Energy Group, Inc, which primarily includes Central Hudson Gas and Electric Corporation; FortisBC Energy Inc.; FortisAlberta Inc. and FortisBC Inc. The Companyâs non-regulated businesses include energy infrastructure and corporate and other.