Dominion Announces Early Debt Tender Results
RICHMOND, Va., March 8, 2012 /PRNewswire/ -- Dominion Resources Inc. (NYSE: D) announced today that as of 5:00 p.m., New York City time, on March 7, 2012, the Early Tender Deadline, $84,066,000 aggregate principal amount of the 2006 Series B Enhanced Junior Subordinated Notes due 2066, has been validly tendered and not withdrawn.
Holders of Notes who validly tendered their Notes by the Early Tender Deadline and whose Notes are accepted for purchase by Dominion will receive the previously announced Total Consideration of $900 per each $1,000 principal amount of Notes. Holders of Notes who validly tender their Notes after the Early Tender Deadline and prior to 11:59 p.m., New York City time, on March 23, 2012, unless extended or earlier terminated by Dominion in its sole discretion, and whose Notes are accepted for purchase by Dominion will receive the previously announced Tender Offer Consideration of $870 per $1,000 principal amount of Notes.
The Withdrawal Deadline, 5:00 p.m., New York City time, on March 7, 2012, has passed. Notes tendered and not withdrawn before the Withdrawal Deadline and Notes that are tendered after the Withdrawal Deadline may not be withdrawn.
The settlement date for the tender offer is expected to be the next business day following the expiration of the tender offer, which is expected to be March 26, 2012. The tender offer is being made pursuant to the Offer to Purchase dated Feb. 27, 2012, and a related Letter of Transmittal.
Morgan Stanley & Co. LLC and RBC Capital Markets LLC are acting as dealer managers for the tender offer. The information agent and tender agent for the tender offer is D.F. King & Co. Inc. Persons with questions regarding the tender offer should contact Morgan Stanley & Co. LLC at (212) 761-1057 or toll-free at (800) 624-1808 and RBC Capital Markets LLC at (212) 618-7822 or toll-free at (877) 381-2099. Requests for copies of the Offer to Purchase, Letter of Transmittal and related materials should be directed to D.F King & Co. Inc. at (212) 269-5550 or toll-free at (800) 735-3591.
This news release is neither an offer to purchase nor a solicitation of an offer to sell any notes. The tender offer is made solely by means of the Offer to Purchase and the related Letter of Transmittal, and the information in this press release is qualified by reference to the Offer to Purchase and the related Letter of Transmittal. None of Dominion, the dealer managers, the information agent, the tender agent or the trustee makes any recommendation as to whether holders should tender or refrain from tendering all or any portion of their Notes pursuant to the tender offer. Holders must make their own decisions as to whether to tender Notes, and, if so, the principal amount of Notes to tender.
Dominion is one of the nation's largest producers and transporters of energy, with a portfolio of approximately 28,000 megawatts of generation, 11,000 miles of natural gas transmission, gathering and storage pipeline and 6,300 miles of electric transmission lines. Dominion operates the nation's largest natural gas storage system with 947 billion cubic feet of storage capacity and serves retail energy customers in 15 states. For more information about Dominion, visit the company's website at www.dom.com
This release contains certain forward-looking statements which are subject to various risks and uncertainties. Factors that could cause actual results to differ from those in the forward-looking statements may accompany the statements themselves. In addition, our business and tender offer may be influenced by many factors that are difficult to predict, involve uncertainties that may materially affect actual results and are often beyond our ability to control. These factors include, but are not limited to the amount of Notes tendered, the consideration paid by Dominion for the Notes and satisfaction of the conditions of the tender offer contained in the Offer to Purchase. We also have identified and will in the future identify a number of additional generally applicable factors in our reports on Forms 10-K, 10-Q and 8-K filed with the Securities and Exchange Commission. We refer you to those discussions for further information.