BUENOS AIRES, Argentina, April 29, 2026 /PRNewswire/ — Empresa Distribuidora y Comercializadora Norte S.A. (EDENOR S.A.) (the “Company“) announced today the early tender results in connection with its previously announced tender offer (the “Offer“) to purchase for cash up to U.S.$150,000,000 Aggregate Principal Amount of its Outstanding 9.75% Senior Notes due 2030 (the “Existing Notes”) from each registered holder (each, a “Holder” and, collectively, the “Holders“) pursuant to the terms and conditions set forth in the offer to purchase dated April 15, 2026 (the “Offer to Purchase“).
The Company has exercised its discretion to increase the pool tender cap for the Existing Notes from U.S.$150,000,000 to U.S.$175,000,000 in aggregate principal amount (the “Increased Tender Cap“). Except as provided above, the terms and conditions of the Offer as set forth in the Offer to Purchase remain unchanged.
The following table summarizes the Early Tender Deadline results for the Offer as of 5:00 p.m. New York City time on April 28, 2026 (the “Early Tender Deadline“) and the principal amount of Existing Notes that the Company has accepted for purchase:
|
Title of |
ISINs/CUSIP |
Outstanding |
Principal Amount |
Principal Amount |
Early Tender |
Scaling |
|
9.75% |
144A: CUSIP No. ISIN No. Regulation S: ISIN No. |
U.S.$475,000,000 |
U.S.$270,371,968 |
U.S.$175,000,000 |
U.S.$1,020 |
64.73 % |
- Per U.S.$1,000 principal amount of Existing Notes that were validly tendered and not validly withdrawn at or prior to the Early Tender Deadline and that are accepted for purchase. In addition, Holders whose Existing Notes are validly tendered and accepted for purchase pursuant to the Offer will receive Accrued Interest (as defined below).
The Withdrawal Date of 5:00 p.m. (New York City time) on April 28, 2026 has now passed. Existing Notes that have been validly tendered may no longer be withdrawn.
The conditions of the Offer set forth in the Offer to Purchase, including the New Notes Offering Condition (as defined in the Offer to Purchase), have been satisfied as of the Early Tender Deadline. The Company has elected to exercise its option to accept for purchase up to U.S.$175,000,000 aggregate principal amount of Existing Notes validly tendered and not validly withdrawn at or prior to the Early Tender Deadline, subject to the Increased Tender Cap and the terms and conditions described in the Offer to Purchase (the “Early Settlement Right”). The early settlement date on which the Company will settle the Existing Notes accepted in the Offer is expected to be April 30, 2026 (the “Early Settlement Date”). In light of the Increased Tender Cap having been reached as of the Early Tender Deadline, the Company will not have a Final Settlement Date.
The aggregate cash consideration for each U.S.$1,000 principal amount of Existing Notes purchased pursuant to the Offer will be U.S.$1,020 (the “Early Tender Offer Consideration“), payable only in respect of Existing Notes validly tendered and not validly withdrawn at or prior to the Early Tender Deadline that the Company accepts for purchase. Only Existing Notes validly tendered and not validly withdrawn at or before the Early Tender Deadline will be eligible to receive the Early Tender Offer Consideration, subject to the Increased Tender Cap. In addition, the Company will pay accrued interest (“Accrued Interest”) in respect of any Existing Notes purchased in the Offer from the last interest payment date to the Early Settlement Date.
Because the Offer was oversubscribed considering the aggregate principal amount of Existing Notes tendered as of the Early Tender Deadline and the Increased Tender Cap, the Company will accept for purchase tendered Existing Notes on a prorated basis, with the prorated aggregate principal amount of each Holder’s validly tendered Existing Notes accepted for purchase rounded down to the nearest U.S.$1.00. Depending on the amount tendered and the proration factor applied, if the principal amount of Existing Notes returned as a result of proration would result in less than the minimum denomination of the Existing Notes being accepted or returned, we will accept or reject all of such Holder’s validly tendered Existing Notes.
Morrow Sodali International LLC, trading as Sodali & Co, is acting as the information and tender agent (the “Information and Tender Agent”) for the Offer. Banco BTG Pactual S.A. – Cayman Branch, BofA Securities, Inc., UBS Investment Bank and Latin Securities S.A. Agente de Valores are acting as dealer managers (the “Dealer Managers“) for the Offer. The full details of the Offer, including complete instructions on how to tender Existing Notes, are included in the Offer to Purchase. Holders of Notes are strongly encouraged to carefully read the Offer to Purchase, including materials incorporated by reference therein, because they contain important information. The Offer to Purchase and any related supplements may also be accessed via the tender offer website https://projects.sodali.com/edenor, or may be directed to Sodali & Co by telephone at +1 203 658 9457 or +44 20 4513 6933 or in writing at edenor@investor.sodali.com.
Questions about the Offer may be directed to Banco BTG Pactual S.A. – Cayman Branch by telephone at +1 (212) 293-4600 (collect); BofA Securities, Inc. by telephone at +1 (888) 292 0070 (toll free) or +1 (646) 855 8988 (collect); UBS Investment Bank by telephone at +1 (833) 690-0971 (toll free) or +1 (212) 882-5723 (collect); and Latin Securities S.A. Agente de Valores by telephone at +598 2518-3814 (collect).
Forward-Looking Statements
All statements in this announcement, other than statements of historical fact, are forward-looking statements. These statements are based on expectations and assumptions on the date of this announcement and are subject to numerous risks and uncertainties which could cause actual results to differ materially from those described in the forward-looking statements. Risks and uncertainties include, but are not limited to, market conditions, and factors over which the Company has no control. The Company assumes no obligation to update these forward-looking statements, and does not intend to do so, unless otherwise required by law.
View original content:SOURCE Empresa Distribuidora y Comercializadora Norte S.A. (EDENOR)
