LIMA, Peru, Sept. 17, 2014 /PRNewswire/ -- Inkia Energy Limited, an exempted company organized under the laws of Bermuda (the "Company"), announced today that it has received valid consents (the "Consents") from holders of a majority in aggregate principal amount of its outstanding 8.375% Senior Notes due 2021 (the "Notes") in connection with its previously announced solicitation (the "Solicitation") of Consents to certain proposed amendments (the "Proposed Amendments") to the Indenture, dated as of April 4, 2011 (the "Indenture"), between the Company and Citibank, N.A., as trustee (the "Trustee"), governing the Notes, as set forth in the Notice of Consent Solicitation (the "Statement") and the related Consent Form (the "Consent Form"), each dated as of September 5, 2014. The Solicitation expired at 5:00 p.m., New York City time, on September 16, 2014 (the "Expiration Time").
The Proposed Amendments will amend the Indenture in connection with (i) the contribution by the Company's indirect parent company, Israel Corporation Ltd., of certain of its businesses and associated companies (including the Company) to Kenon Holdings Ltd. band (ii) the sale by the Company of all of its equity interests in Inkia Holdings (Acter) Limited, which indirectly held all of the Company's equity interest in Edegel S.A.A., a Peruvian corporation listed on the Lima Stock Exchange (Bolsa de Valores de Lima), to Enersis S.A. and the repayment of certain indebtedness in connection therewith. The Proposed Amendments have been effected by a supplemental indenture to the Indenture, which was executed by the Company and the Trustee on the date hereof.
In the event that each of the conditions to the Solicitation described in the Statement is satisfied or waived, the Company will pay to each holder of record of Notes as of 5:00 p.m., New York City time, on September 4, 2014 (each such holder, a "Holder"), who delivered a valid Consent in respect of such Notes prior to the Expiration Time (and did not properly revoke such consent prior to the Expiration Time), $2.50 in cash for each $1,000 principal amount of such Notes in respect of which a valid Consent was so delivered (and was not properly revoked) (the "Consent Fee"). The Company will pay the Consent Fee as promptly as practicable following the Expiration Time once all of the conditions enumerated in the Statement have been satisfied or waived. Holders of Notes who delivered Consents but validly revoked such Consents in accordance with the Statement or delivered Consents after the Expiration Time will not receive a Consent Fee. Subject to applicable law, the Solicitation may be abandoned or terminated for any reason at any time, including after the Expiration Time and prior to the Proposed Amendments becoming operative, in which case any Consents received will be voided and no Consent Fee will be paid to any Holders.
Merrill Lynch, Pierce, Fenner & Smith Incorporated and Credit Suisse Securities (USA) LLC were engaged by the Company to act as Solicitation Agents and D.F. King & Co., Inc. to act as Information and Tabulation Agent for the Solicitation. Questions regarding the Solicitation may be directed to Merrill Lynch, Pierce, Fenner & Smith Incorporated at (888) 292-0070 (toll-free) or (646) 855-8988 (collect) or to Credit Suisse Securities (USA) LLC at (800) 820-1653 (toll-free) or (212) 538-2147 (collect). Requests for documents relating to the Solicitation may be directed to D.F. King & Co., Inc. at (800) 714-3312 (toll-free), (212) 269-5550 (banks and brokers) or email at email@example.com.
This press release is for informational purposes only and the Solicitation was only made pursuant to the terms of the Statement and the related Consent Form. The Solicitation was not being made to, and Consents were not solicited from, Holders of Notes in any jurisdiction in which it is unlawful to make such Solicitation or grant such Consent. None of the Company, the Trustee, the Solicitation Agents or the Information and Tabulation Agent made any recommendation as to whether or not Holders should deliver Consents.
This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities.
This communication and statements made from time to time, other than historical facts, by us and our representatives constitute forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Readers are cautioned not to place undue reliance on these forward-looking statements and any such forward-looking statements are qualified in their entirety by reference to the following cautionary statements. All forward-looking statements speak only as of the date hereof and are based on current expectations and involve a number of assumptions, risks and uncertainties that could cause the actual results to differ materially from such forward-looking statements. Such statements are inherently subject to a variety of risks and uncertainties that could cause actual results to differ materially from those reflected in such forward-looking statements. Actual results may differ materially from those indicated by such forward-looking statements. In addition, the forward-looking statements represent the Company's views as of the date on which such statements were made. The Company anticipates that subsequent events and developments may cause its views to change. However, although the Company may elect to update these forward-looking statements at some point in the future, it specifically disclaims any obligation to do so. These forward-looking statements should not be relied upon as representing the Company's views as of any date subsequent to the date hereof. The Company expressly disclaims a duty to provide updates to forward-looking statements, whether as a result of new information, future events or other occurrences.
SOURCE Inkia Energy Limited