Xcel Energy Inc. (NASDAQ: XEL) (Xcel Energy) announced today the
pricing terms of its previously announced offers to purchase for
cash (the Tender Offers) in the order of priority set forth in the
table below certain outstanding first mortgage bonds issued by
Northern States Power Company, a Minnesota corporation (NSPM), a
wholly-owned subsidiary of Xcel Energy (the Bonds), pursuant to an
Offer to Purchase, dated December 2, 2024 (as amended by this press
release, the Offer to Purchase). The Company has amended the terms
of the Tender Offers to increase the aggregate principal amount of
Bonds subject to the Tender Offers from $110,000,000 to
$166,000,000 (the Aggregate Tender Cap). The terms and conditions
of the Tender Offers are described in the Offer to Purchase and
remain unchanged, except as described in this press release. Xcel
Energy expects to pay for the Bonds purchased in the Tender Offers
using cash on hand.
The consideration (the Total Consideration) offered per $1,000
principal amount of Bonds validly tendered and accepted for
purchase is based on the fixed spread for such Bonds specified in
the table below plus the yield to maturity based on the bid-side
price of the U.S. Treasury Reference Security specified in the
table below as quoted on the Bloomberg Bond Trader PX1 page at
10:00 a.m., New York City time, today.
The Total Consideration is payable to holders of Bonds who
validly tendered and did not validly withdraw their Bonds prior to
or at 5:00 p.m., New York City time, on December 13, 2024 (such
date and time, the Early Tender Date), and whose Bonds were
accepted for purchase by Xcel Energy. The Reference Yield listed in
the table was determined at 10:00 a.m., New York City time, today
by the Dealer Manager (identified below). The Total Consideration
for the Bonds includes an early tender payment of $30 per $1,000
principal amount of Bonds that were validly tendered and not
validly withdrawn by such holders and accepted for purchase by Xcel
Energy (the Early Tender Payment). Accrued and unpaid interest up
to, but not including, the settlement date will be paid in cash on
all validly tendered Bonds accepted and purchased by Xcel Energy in
the Tender Offers. The settlement date for the Bonds accepted for
purchase by Xcel Energy in connection with the Early Tender Date is
expected to be December 18, 2024.
Title of Security
CUSIP Number
Issuer
Acceptance Priority
Level(1)
U.S. Treasury Reference
Security
Reference Yield
Fixed Spread
Total
Consideration(2)(3)
Principal Amount
Accepted(4)
Final Proration
Factor(5)
2.60% First Mortgage Bonds,
Series due June 1, 2051
(the 2051 Bonds)
665772 CS6
Northern States Power Company
(a Minnesota corporation)
1
4.250%
U.S.T. due
August 15,
2054
4.611%
+55
$632.67
$166,000,000
37.7%
______________________
(1) The Tender Offers with respect to the Bonds are subject to
the Aggregate Tender Cap.
(2) Per $1,000 principal amount.
(3) The Total Consideration includes the
Early Tender Payment.
(4) The amount of 2051 Bonds validly
tendered and not validly withdrawn at or prior to the Early Tender
Date exceeded the Aggregate Tender Cap. As a result, only the 2051
Bonds will be accepted for payment. Xcel Energy has not accepted
for purchase Bonds of any series other than the 2051 Bonds and
pricing information is only provided for the 2051 Bonds.
(5) The final proration factor has been rounded to the nearest
tenth of a percentage point for presentation purposes.
The amount of Bonds accepted for purchase was determined
pursuant to the terms and conditions of the Tender Offers as set
forth in the Offer to Purchase. Bonds not accepted for purchase
will be promptly credited to the account of the registered holder
of such Bonds with The Depository Trust Company and otherwise
returned in accordance with the Offer to Purchase.
No other series of first mortgage bonds issued by NSPM will be
accepted for purchase pursuant to the Tender Offers. Such other
first mortgage bonds and the Bonds that are not accepted for
purchase will be promptly credited to the account of the registered
holder of such securities with The Depository Trust Company or
otherwise returned in accordance with the Offer to Purchase.
In accordance with the terms of the Tender Offers, the
withdrawal date was 5:00 p.m., New York City time, on December 13,
2024. As a result, tendered Bonds may no longer be withdrawn,
except in certain limited circumstances where additional withdrawal
rights are required by law.
The Tender Offers will expire at 5:00 p.m., New York City time,
on December 31, 2024, or any other date and time to which Xcel
Energy extends such Tender Offers, unless earlier terminated. Xcel
Energy does not expect to accept for purchase any tender of Bonds
after the Early Tender Date because the amount of Bonds validly
tendered and not validly withdrawn at or prior to the Early Tender
Date exceeded the Aggregate Tender Cap.
Xcel Energy or its affiliates (including NSPM) may from time to
time, after completion of the applicable Tender Offers, purchase
additional Bonds in the open market, in privately negotiated
transactions, through one or more additional tender or exchange
offers or otherwise, or NSPM may redeem Bonds that it is permitted
to redeem pursuant to their terms. In addition, from time to time,
including during the Tender Offers, Xcel Energy or its affiliates
(including NSPM) may purchase certain of NSPM's first mortgage
bonds that are not subject to the Tender Offers in the open market,
in privately negotiated transactions, through tender or exchange
offers, or otherwise, or NSPM may redeem such first mortgage bonds
that it is permitted to redeem pursuant to their terms. Any future
purchases by Xcel Energy or its affiliates (including NSPM) will
depend on various factors existing at that time.
Xcel Energy’s obligation to accept for purchase and to pay for
the Bonds in the Tender Offers is subject to the satisfaction or
waiver of a number of conditions described in the Offer to
Purchase. Xcel Energy reserves the right, subject to applicable
law, to (i) waive any and all conditions to any of the Tender
Offers, (ii) extend or terminate any of the Tender Offers, (iii)
increase or decrease the Aggregate Tender Cap, or (iv) otherwise
amend any of the Tender Offers in any respect.
Information Relating to the Tender Offer
U.S. Bancorp Investments, Inc. is serving as Dealer Manager in
connection with the Tender Offers. D.F. King & Co., Inc. is
serving as Tender and Information Agent in connection with the
Tender Offers. Copies of the Offer to Purchase or any other
documents are available by contacting D.F. King & Co., Inc. via
email at Xcel@dfking.com or by phone at (800) 769-7666 (toll-free)
or (212) 269-5550 (banks and brokers). Questions regarding the
Tender Offers should be directed to U.S. Bancorp Investments, Inc.,
Liability Management Group at (917) 558-2756 (collect) or (800)
479-3441 (toll-free).
None of Xcel Energy, its affiliates, the Dealer Manager, D.F.
King & Co., Inc. or the trustee with respect to any series of
Bonds makes any recommendation to any holder whether to tender or
refrain from tendering any or all of such holder’s Bonds or how
much they should tender, and none of them has authorized any person
to make any such recommendation. Holders are urged to evaluate
carefully all information in the Offer to Purchase, consult their
own investment and tax advisors and make their own decisions with
respect to the Tender Offers.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy these securities. The Tender Offers
are being made only pursuant to the Offer to Purchase and only in
such jurisdictions as is permitted under applicable law.
The full details of the Tender Offers, including complete
instruction on how to tender Bonds, are included in the Offer to
Purchase. The Offer to Purchase contains important information that
should be read by holders of Bonds before making a decision to
tender any Bonds. The Offer to Purchase may be obtained from D.F.
King & Co., Inc., free of charge, by calling (800) 769-7666
(toll-free) or (212) 269-5550 (banks and brokers), or emailing at
Xcel@dfking.com.
About Xcel Energy
Xcel Energy (NASDAQ: XEL) provides the energy that powers
millions of homes and businesses across eight Western and
Midwestern states. Headquartered in Minneapolis, the company is an
industry leader in responsibly reducing carbon emissions and
producing and delivering clean energy solutions from a variety of
renewable sources at competitive prices.
This press release contains forward-looking statements
regarding, among other things, Xcel Energy’s expectations regarding
the Tender Offers. Xcel Energy cannot be sure that it will complete
the Tender Offers or, if it does, on what terms it will complete
the Tender Offers. Forward-looking statements are based on current
beliefs and expectations and are subject to inherent risks and
uncertainties, including those discussed under the caption
“Forward-Looking Statements” in the Offer to Purchase. The
forward-looking statements speak only as of the date of release,
and Xcel Energy is under no obligation to, and expressly disclaims
any such obligation to update or alter its forward-looking
statements, whether as the result of new information, future events
or otherwise, except as may be required by law.
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version on businesswire.com: https://www.businesswire.com/news/home/20241216102422/en/
For more information, contact: Paul Johnson, Vice President,
Treasury & Investor Relations (612) 215-4535 Roopesh Aggarwal,
Senior Director - Investor Relations (303) 571-2855
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