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April 26, 2007
ROSEMEAD, Calif., April 26, 2007 - Edison International (NYSE:EIX) announced today that Edison Mission Energy (EME), an indirect subsidiary of its Edison Mission Group (EMG) subsidiary, plans to offer up to $2.7 billion aggregate principal amount of its Senior Notes in a private offering pursuant to Rule 144A and Regulation S under the Securities Act of 1933. The offering of the Senior Notes, which is subject to market and other conditions, will be made within the United States only to qualified institutional buyers, and outside the United States to non-U.S. persons (as defined in Regulation S).
EME intends to use the net proceeds of the offering, together with cash on hand, to (1) consummate its previously announced cash tender offer and consent solicitation for any and all $600,000,000 of its outstanding 7.73% Senior Notes due June 15, 2009, (2) make a dividend to its immediate parent, Mission Energy Holding Company (MEHC), to provide the funds to consummate MEHC's previously announced cash tender offer and consent solicitation for any and all $799,957,000 of its outstanding 13.50% Senior Secured Notes due 2008, (3) make a capital contribution to its subsidiary, Midwest Generation, LLC (MWG), to provide the funds to consummate MWG's previously announced cash tender offer and consent solicitation for any and all $1,000,000,000 of its outstanding 8.75% Second Priority Senior Secured Notes due 2034 and to repay all amounts outstanding under MWG's secured term loan facility, and (4) pay for tender and consent fees related to the tender offers and consent solicitations and fees and expenses related to the offering.
If all holders of notes subject to the tender offers and consent solicitations referred to above tender and do not withdraw their notes prior to the expiration date of the tender offers and consent solicitations, and the tender offers are consummated as planned, EME and MEHC expect to incur a loss on early extinguishment of debt of approximately $235 million ($145 million after tax). The EME loss, together with the dividend to be paid by EME to enable MEHC to fund MEHC's tender for its outstanding notes, would result in a reduction in EME's shareholder's equity of approximately $1 billion.
The Senior Notes will not be and have not been registered under the Securities Act or applicable state securities laws, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and applicable state laws.
This announcement is for informational purposes only and shall not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of the Senior Notes in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction or an exemption therefrom.
This press release includes forward-looking statements. Edison International has based these forward-looking statements on its current expectations and projections about future events based upon knowledge of facts as of the date of this press release and its assumptions about future events. These forward-looking statements are subject to various risks and uncertainties that may be outside Edison International’s control. Edison International has no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. This press release should be read in conjunction with the Annual Reports on Form 10-K and the Current Reports on Form 8-K filed this calendar year by Edison International and each of EME, MWG and MEHC.
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Rosemead, Calif.-based Edison International (NYSE:EIX) is an electric power generator and distributor, and an investor in infrastructure and renewable energy projects with assets totaling more than $36 billion. The company is comprised of a regulated utility, Southern California Edison, and an unregulated group of business units, EMG. The California Public Utilities Commission does not regulate the terms of EMG's products and services.
Media Relations: Charles Coleman, (626) 302-7982
www.edisonnews.com
Investor Relations: Scott Cunningham, (626) 302-2540
www.edisoninvestor.com
Edison International Announces Offer of up to $2.7 Billion of Senior Notes by its Edison Mission Energy Unit
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