SCHEDULE 14A
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Commission Only (as permitted
by Rule 14a-6(e)(2))
THE AES CORPORATION
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AES Commences Previously Announced Consent Solicitation With Respect to
Outstanding Debt Securities
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ARLINGTON, VA, March 26, 2003 -- The AES Corporation (NYSE: AES) announced today
the launch of its consent solicitation seeking to amend the definition of
"Material Subsidiary" contained in certain of the events of default contained in
its outstanding 8.375% Senior Notes, Series F, Due 2011, denominated in pounds
sterling ("8.375% Senior Notes"), 8.00% Senior Notes, Series A, Due 2008 ("8.00%
Senior Notes") and 4.50% Convertible Junior Subordinated Debentures Due 2005
("4.50% Convertible Junior Subordinated Debentures"), in order to generally
conform such provisions to those contained in its recently issued senior secured
notes due 2005.
The terms of the consent solicitation are as follows. AES is offering consent
fees of $2.00 per (pound)1,000 principal amount of the 8.375% Senior Notes,
$1.25 per $1,000 principal amount of the 8.00% Senior Notes and $1.25 per $1,000
principal amount of the 4.50% Convertible Junior Subordinated Debentures, to
holders of record at the close of business on March 24, 2003 that validly
provide their consent to the proposed amendment by the expiration time of 5:00
P.M., New York City time, on April 1, 2003, unless extended. AES' obligation to
accept consents and pay a consent fee to consenting holders is subject to
numerous conditions as set forth in the consent solicitation statement. No
default or event of default currently exists under any of the 8.00% Senior
Notes, the 8.375% Senior Notes or the 4.50% Convertible Junior Subordinated
Debentures.
On March 14, 2003, AES launched a similar consent solicitation with respect to
its 8.75% Senior Notes, Series G, Due 2008, 9.50% Senior Notes, Series B, Due
2009, 9.375% Senior Notes, Series C, Due 2010, 8.875% Senior Notes, Series E,
Due 2011, 7.375% Remarketable or Redeemable Securities Due 2013 (puttable in
2003), 8.375% Senior Subordinated Notes Due 2007, 10.25% Senior Subordinated
Notes Due 2006, 8.50% Senior Subordinated Notes Due 2007 and 8.875% Senior
Subordinated Notes Due 2027. No default or event of default currently exists
under any of these debt securities. AES did not launch the consent solicitation
for the 8.00% Senior Notes, the 8.375% Senior Notes or the 4.50% Convertible
Junior Subordinated Debentures on March 14, 2003 because of its need to comply
with certain notification and filing requirements under the Securities Exchange
Act of 1934, as amended, and the listing requirements of the New York Stock
Exchange and the Luxembourg Stock Exchange.
Holders of the 8.00% Senior Notes, the 8.375% Senior Notes or the 4.50%
Convertible Junior Subordinated Debentures are urged to read the consent
solicitation statement when it becomes available because it contains important
information. Holders can obtain a copy of the consent solicitation statement and
the consent form, free of charge,
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from AES. In addition, holders of 4.50% Convertible Junior Subordinated
Debentures can access the consent solicitation statement and the consent form,
which are publicly available, free of charge, from the Securities and Exchange
Commission's website at www.sec.gov. Such consent solicitation statement and
consent form will be distributed to such holders on or promptly after the date
of this notice.
Salomon Smith Barney is acting as the sole solicitation agent for the consent
solicitations.
Questions concerning the terms of this solicitation or requests for additional
copies of the consent solicitation statement, the consent form or other related
documents should be directed to the Liability Management Group at Salomon Smith
Barney on (212) 723-6106 or (800) 558-3745 (toll free). Requests for assistance
in completing the consent form may be directed to the Tabulation and Information
Agent, Mellon Investor Services LLC, at (917) 320-6282 or (866) 892-5621 (toll
free).
Deutsche Bank Luxembourg SA will act as the Luxembourg Agent with regards to the
8.375% Senior Notes. Copies of the consent solicitation statement, the consent
form and other related documents will also be available in Luxembourg at the
office of Deutsche Bank Luxembourg SA at 2 Boulevard Konrad Adenauer, L-1115
Luxembourg, phone: (+352) 421-22-639, fax: (+352) 47-31-36. Holders of the
8.375% Senior Notes may also request information from Deutsche Bank Luxembourg
SA at this address. Questions should be directed to Ms. Michele Penning either
by email (michele.penning@db.com) or to the phone number cited above.
The identification number for the 8.375% Senior Notes is as follows - ISIN:
XS0125168780.
The identification numbers for the 8.00% Senior Notes are as follows - CUSIP:
00130HAP0 and ISIN: US00130HAP01.
The identification numbers for the 4.50% Convertible Junior Subordinated
Debentures are as follows - CUSIP: 00130HAN5 and ISIN: US00130HAN5.
Under no circumstances should any holder tender or deliver any Notes to AES, the
trustee, the solicitation agent, the Tabulation and Information Agent or the
Luxembourg Agent at any time.
This press release is for information purposes only and is not being made in any
jurisdiction in which the making of this announcement would violate the laws of
such jurisdiction.
"Safe Harbor" Statement under the Private Securities Litigation Reform Act
of 1995: This news release may contain "forward-looking statements" regarding
The AES Corporation's business. These statements are not historical facts, but
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statements that involve risks and uncertainties. Actual results could differ
materially from those projected in these forward-looking statements. For a
discussion of such risks and uncertainties, see "Risk Factors" in the Company's
Annual Report or Form 10-K for the most recently ended fiscal year.
AES is a leading global power company comprised of contract generation,
competitive supply, large utilities and growth distribution businesses.
The company's generating assets include interests in 160 facilities totaling
over 55 gigawatts of capacity, in 30 countries. AES's electricity distribution
network sells 108,000 gigawatt hours per year to over 16 million end-use
customers.
* * * * *
For more general information visit our web site at www.aes.com or contact
investor relations at investing@aes.com.
Contact Person: Kenneth R. Woodcock 703 522 1315
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News Release to be Published in the Luxembourger Wort on March 27, 2003
AES Commences Previously Announced Consent Solicitation With Respect to
Outstanding Debt Securities
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LUXEMBOURG -- The AES Corporation announced on March 26, 2003 the launch of its
consent solicitation seeking to amend the definition of "Material Subsidiary"
contained in certain of the events of default contained in its outstanding
8.375% Senior Notes, Series F, Due 2011, denominated in pounds sterling ("8.375%
Senior Notes"), 8.00% Senior Notes, Series A, Due 2008 ("8.00% Senior Notes")
and 4.50% Convertible Junior Subordinated Debentures Due 2005 ("4.50%
Convertible Junior Subordinated Debentures"), in order to generally conform such
provisions to those contained in its recently issued senior secured notes due
2005.
The terms of the consent solicitation are as follows. AES is offering consent
fees of $2.00 per (pound)1,000 principal amount of the 8.375% Senior Notes,
$1.25 per $1,000 principal amount of the 8.00% Senior Notes and $1.25 per $1,000
principal amount of the 4.50% Convertible Junior Subordinated Debentures, to
holders of record at the close of business on March 24, 2003 that validly
provide their consent to the proposed amendment by the expiration time of 5:00
P.M., New York City time, on April 1, 2003, unless extended. AES' obligation to
accept consents and pay a consent fee to consenting holders is subject to
numerous conditions as set forth in the consent solicitation statement. No
default or event of default currently exists under any of the 8.00% Senior
Notes, the 8.375% Senior Notes or the 4.50% Convertible Junior Subordinated
Debentures.
On March 14, 2003, AES launched a similar consent solicitation with respect to
its 8.75% Senior Notes, Series G, Due 2008, 9.50% Senior Notes, Series B, Due
2009, 9.375% Senior Notes, Series C, Due 2010, 8.875% Senior Notes, Series E,
Due 2011, 7.375% Remarketable or Redeemable Securities Due 2013 (puttable in
2003), 8.375% Senior Subordinated Notes Due 2007, 10.25% Senior Subordinated
Notes Due 2006, 8.50% Senior Subordinated Notes Due 2007 and 8.875% Senior
Subordinated Notes Due 2027. No default or event of default currently exists
under any of these debt securities. AES did not launch the consent solicitation
for the 8.00% Senior Notes, the 8.375% Senior Notes or the 4.50% Convertible
Junior Subordinated Debentures on March 14, 2003 because of its need to comply
with certain notification and filing requirements under the Securities Exchange
Act of 1934, as amended, and the listing requirements of the New York Stock
Exchange and the Luxembourg Stock Exchange.
Holders of the 8.00% Senior Notes, the 8.375% Senior Notes or the 4.50%
Convertible Junior Subordinated Debentures are urged to read the consent
solicitation statement
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when it becomes available because it contains important information. Holders can
obtain a copy of the consent solicitation statement and the consent form, free
of charge, from AES. In addition, holders of 4.50% Convertible Junior
Subordinated Debentures can access the consent solicitation statement and the
consent form, which are publicly available, free of charge, from the Securities
and Exchange Commission's website at www.sec.gov. Such consent solicitation
statement and consent form will be distributed to such holders on or promptly
after the date of this notice.
Salomon Smith Barney is acting as the sole solicitation agent for the consent
solicitations.
Questions concerning the terms of this solicitation or requests for additional
copies of the consent solicitation statement, the consent form or other related
documents should be directed to the Liability Management Group at Salomon Smith
Barney on (212) 723-6106 or (800) 558-3745 (toll free). Requests for assistance
in completing the consent form may be directed to the Tabulation and Information
Agent, Mellon Investor Services LLC, at (917) 320-6282 or (866) 892-5621 (toll
free).
Deutsche Bank Luxembourg SA will act as the Luxembourg Agent with regards to the
8.375% Senior Notes. Copies of the consent solicitation statement, the consent
form and other related documents will also be available in Luxembourg at the
office of Deutsche Bank Luxembourg SA at 2 Boulevard Konrad Adenauer, L-1115
Luxembourg, phone: (+352) 421-22-639, fax: (+352) 47-31-36. Holders of the
8.375% Senior Notes may also request information from Deutsche Bank Luxembourg
SA at this address. Questions should be directed to Ms. Michele Penning either
by email (michele.penning@db.com) or to the phone number cited above.
The identification number for the 8.375% Senior Notes is as follows - ISIN:
XS0125168780.
The identification numbers for the 8.00% Senior Notes are as follows - CUSIP:
00130HAP0 and ISIN: US00130HAP01.
The identification numbers for the 4.50% Convertible Junior Subordinated
Debenture are as follows - CUSIP: 00130HAN5 and ISIN: US00130HAN5.
Under no circumstances should any holder tender or deliver any Notes to AES, the
trustee, the solicitation agent, the Tabulation and Information Agent or the
Luxembourg Agent at any time.
This press release is for information purposes only and is not being made in any
jurisdiction in which the making of this announcement would violate the laws of
such jurisdiction.
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