JOPLIN, Mo.--(BUSINESS WIRE)--(NYSE: EDE) The Empire District Electric Company (the “Company”) announced today that it is soliciting consents to amend a covenant of the indenture under which all of its First Mortgage Bonds were issued, including the following outstanding series: 7.20% Series due 2016, 6.375% Series due 2018, 4.65% Series due 2020, 7.00% Series due 2024, 5.875% Series due 2037, 5.20% Series due 2040, 5.20% Pollution Control Series due 2013 and 5.30% Pollution Control Series due 2013 (together, the “Bonds”). The consent solicitation commenced today and will expire at 5:00 p.m., New York City time, on June 9, 2011, unless extended or earlier terminated (the “Expiration Date”). Only holders of Bonds as of 5:00 p.m., New York City time, on May 27, 2011, the record date, will be eligible to consent. The consent solicitation requires that consents from at least 60% of the aggregate principal amount of Bonds outstanding be received and not revoked.
The purpose of the consent solicitation is to amend the dividend covenant set forth in the indenture to permit the making of any dividend, distribution or purchase made within 60 days after the related date of declaration or notice of such dividend, distribution or purchase if (i) on the date of declaration or notice, such dividend, distribution or purchase would have complied with the provisions of the indenture and (ii) as of the last day of the calendar month ended immediately preceding the date of such payment, the Company’s ratio of total indebtedness to total capitalization (after giving pro forma effect to the payment of such dividend, distribution, or purchase) was not more than 0.625 to 1.
Holders of the Bonds are referred to the Company’s Consent Solicitation Statement dated May 31, 2011 and the accompanying Consent Form, which are being mailed to the holders, for the detailed terms and conditions of the consent solicitation. The consent solicitation is subject to certain conditions as set forth in the Consent Solicitation Statement.
Only those holders of Bonds who have delivered, and not revoked, consents prior to the Expiration Date will be entitled to receive a consent fee equal to $1.00 per $1,000 in principal amount for each series of Bonds.
The Company has retained D.F. King & Co., Inc. to serve as Information Agent and Tabulation Agent for the consent solicitation. Requests for documents should be directed to D.F. King & Co., Inc. at (800) 431-9645 or (212) 269-9645. The Company has also retained UBS Securities LLC as Solicitation Agent for the consent solicitation. Questions concerning the terms of the consent solicitation should be directed to UBS Securities LLC, Liability Management Group at (888) 719-4210 or (203) 719-4210.
This announcement is not an offer to purchase or sell, a solicitation of an offer to purchase or sell, or a solicitation of consents with respect to any securities. The solicitation is being made solely pursuant to the Company’s Consent Solicitation Statement dated May 31, 2011 and the accompanying Consent Form.
Based in Joplin, Missouri, The Empire District Electric Company (NYSE: EDE) is an investor-owned, regulated utility providing electricity, natural gas (through its wholly owned subsidiary The Empire District Gas Company), and water service, with approximately 215,000 customers in Missouri, Kansas, Oklahoma, and Arkansas. A subsidiary of the Company also provides fiber optic services. For more information regarding Empire, visit www.empiredistrict.com.
Certain matters discussed in this press release are “forward-looking statements” intended to qualify for the safe harbor from liability established by the Private Securities Litigation Reform Act of 1995. Such statements address future plans, objectives, expectations, and events or conditions concerning various matters. Actual results in each case could differ materially from those currently anticipated in such statements, by reason of the factors noted in our filings with the SEC, including the most recent Form 10-K and Form 10-Q.