Press Releases
07/05/2008
International Power to Issue Approximately €500 million Senior Convertible Bonds
This announcement is not for publication, distribution or release in the United States of America, Canada, Japan, Australia, Italy or in any other jurisdiction in which offers or sales would be prohibited by applicable law.
(London – 7 May 2008) International Power announces that it is offering Euro-denominated Senior Convertible Bonds (the "Convertible Bonds") which are expected to generate proceeds of approximately €500 million (approx. £397 million). The base offering size is €500 million. The offering size may be increased at the option of the Issuer by up to €50 million (approx. £40 million). Additionally, the Issuer has granted an over-allotment option exercisable by Deutsche Bank AG, London Branch and Morgan Stanley & Co International plc to increase the offering size by up to a further €50 million (approx. £40 million). The book building will commence upon issue of this announcement and is expected to end by the close of business today. The coupon is expected to be within the range of 4.50% to 5.00% per annum, with an expected initial exchange price at a premium of 35% to 40% above a reference share price to be set during today. The Convertible Bonds will mature in 2015.
International Power will use the net proceeds from the sale of the Convertible Bonds to finance a number of investments including the acquisition of an additional 40% shareholding in Turbogás, the Maestrale wind portfolio, the Elecgas investment in Portugal and to provide additional flexibility for other growth opportunities which we are currently considering.
The Convertible Bonds will be issued by International Power Finance (Jersey) III Limited (the "Issuer"), unconditionally guaranteed on a senior unsecured basis by International Power and convertible into exchangeable redeemable preference shares of the Issuer which will be automatically and immediately exchanged for ordinary shares of International Power. The issue date of the Convertible Bonds is expected to be on or about 5 June 2008.
Application will be made to admit the Convertible Bonds to trading on the regulated market of the London Stock Exchange plc and to list the Convertible Bonds on the Official List of the UK Listing Authority. The issuer may not call the Convertible Bonds prior to June 2013. The final pricing terms of the Convertible Bonds will be determined and announced in a separate press release after the close of the bookbuilding.
The offering of the Convertible Bonds is by way of private placement outside of the United States, Canada, Japan, Australia and Italy. The Convertible Bonds will be offered to investors outside the United States in reliance on Regulation S under the U.S. Securities Act of 1933, as amended, and in compliance with the laws and regulations applicable in each country where the offering takes place.
Notes to Editors:
An exchange rate of £1: €1.26 has been applied for the purposes of this announcement.
Disclaimer
This announcement is for information purposes only, is not an offering memorandum or prospectus and should not be treated as offering material of any sort. This announcement constitutes an advertisement for the purposes of Article 15 of Directive 2003/71/EC. A prospectus in relation to the admission to trading of the Convertible Bonds on the regulated market of the London Stock Exchange is expected to be published in due course and, when published, will be available from the registered office of International Power plc. The distribution of this announcement and the offer and sale of the Convertible Bonds in certain jurisdictions may be restricted by law. Any persons reading this announcement should inform themselves of and observe any such restrictions. Any such offer will be made solely by means of a prospectus or offering memorandum to be published in due course and any purchase of Convertible Bonds should be made on the basis of the information contained in such prospectus or offering memorandum.
This announcement is not an offer of the securities to which it relates for sale in the United States. Such securities are not, nor will they be, registered under the U.S. Securities Act of 1933, as amended. This press release and the information contained herein may not be distributed or sent into the United States, or in any other jurisdiction in which offers or sales of the securities described herein would be prohibited by applicable laws and should not be distributed to publications with a general circulation in the United States. Such securities may not be offered or sold in the United States absent such registration or an applicable exemption from registration. No public offering will be made in the United States.
This announcement is directed only at persons who (i) are outside the United Kingdom, (ii) have professional experience in matters relating to investments or (iii) are persons falling within Article 49(2)(a) to (d) ("high net worth companies, unincorporated associations etc") of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, or to whom this announcement may otherwise be directed without contravention of Section 21 of the Financial Services and Markets Act 2000 (all such persons together being referred to as "Relevant Persons"). This announcement is directed only at Relevant Persons and must not be acted on or relied on by persons who are not Relevant Persons. Any investment or investment activity to which this announcement relates is available only to Relevant Persons and will be engaged in only with Relevant Persons.
In connection with the offering, Morgan Stanley & Co International plc (the "Stabilising Manager"), or any person acting for it, may over-allot or effect transactions with a view to supporting the market price of the Convertible Bonds at a level higher than that which might otherwise prevail for a limited period. However, there is no obligation on the Stabilising Manager (or any person acting for it) to do this. Such stabilising, if commenced, may be discontinued at any time and must be brought to an end after a limited period. Such stabilising shall be in compliance with all applicable laws, regulations and rules. The stabilisation period is expected to start on 7 May 2008, the date of this announcement and is expected to end no later than 5 June 2008 (the proposed settlement date of the Convertible Bonds).
For further information please contact:
International Power
| Investor Contact: | Media Contact: |
| Aarti Singhal Telephone: +44 (0)20 7320 8681 |
Beth Akers Telephone: +44 (0)20 7320 8622 |
About International Power
International Power plc is a leading independent electricity generating company with 31,191 MW gross (19,001 MW net) in operation and 2,971 MW gross (875 MW net) under construction. International Power has power plants in operation or under construction in Australia, the United States of America, the United Kingdom, the Czech Republic, France, Germany, Italy, the Netherlands, Portugal, Spain, Turkey, Bahrain, Oman, Qatar, Saudi Arabia, the UAE, Indonesia, Pakistan, Puerto Rico and Thailand. International Power is listed on the London Stock Exchange with ticker symbol IPR. Company website: www.ipplc.com
