Item 3.03 Material Modification to Rights of Security Holders.
On December 4, 2020, The AES Corporation (the "Company" or "AES") announced the
results of the early results of its tender offers (the "Tender Offers") to
purchase for cash any and all of its of its outstanding 5.500 % Senior Notes due
2025 (the "2025 Notes"), 6.000% Senior Notes due 2026 (the "6.000% 2026 Notes")
and 5.125% Senior Notes due 2027 (the "2027 Notes" and, together with the 2025
Notes and the 6.000% 2026 Notes, the "Notes"). In conjunction with the Tender
Offers, AES also commenced a solicitation of consents (the "Consent
Solicitations" and, collectively with the Tender Offers, the "Offers") to amend
the indenture governing the Notes (as amended and supplemented from time to
time, the "Indenture") with respect to each series of Notes to shorten the
notice requirements for optional redemption with respect to each series of Notes
from thirty days to three business days, to eliminate substantially all of the
restrictive covenants and events of default in the Indenture with respect to
each series of Notes and 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 and to eliminate any restrictions in the Indenture
with respect to each series of Notes 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 (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-Seventh
Supplemental Indenture dated December 7, 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 with respect to
each series of Notes to give effect to the Proposed Amendments (the
"Supplemental Indenture").
AES previously announced that it completed on December 4, 2020, its offering of
$800,000,000 aggregate principal amount of its 1.375% senior notes due 2026 and
$1,000,000,000 aggregate principal amount of its 2.450% senior notes due 2031.
AES used a portion of the net proceeds from the offering to finance the early
settlement of the Offers.
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-Seventh Supplemental Indenture, dated December 7, 2020,
between The AES Corporation and Deutsche Bank Trust Company
Americas, as Trustee.
101 Interactive Data Files pursuant to Rule 406 of Regulation S-T
formatted in Inline eXtensible Business Reporting Language ("Inline
XBRL").
104 Cover Page Interactive Data File (formatted in Inline XBRL and
contained in Exhibit 101).
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