On December 13, 2005, AES Dominicana Energía Finance, a subsidiary of Andres, issued Senior Notes by US$160.0 million in the international market pursuant to Rule 144A and Regulation S of the SEC, and underwritten by ABN AMRO, with final single installment payment in December 2015 at 11% interest per annum. Interests are payable semiannually. The net proceeds of the Notes were used to: (i) repay the debt under Andres’ project financing, (ii) reimburse the security deposit made pursuant to the Gas Transportation Contract signed between Andres and DPP, (iii) fund the interest debt reserve, and (iv) pay financing fees and expenses.
The AES Corporation unconditionally and irrevocably guaranteed the due and punctual payment of the principal, interests, and any other additional amounts in respect of the Notes up to an aggregate amount of US$23.5 million. On March 3, 2006, AES also caused (i) DPP to unconditionally and irrevocably guarantee the Notes, jointly and severally with Andres, and (i) AES Cayman Islands Holdings, Ltd. to grant a first priority security interest on 100% of the outstanding capital stock of DPP. In August 2007, AES Dominicana Energia Finance S.A. repurchased US$4.0 million.
On November 22, 2005 the Dominican Republic Securities Superintendence (Superintendencia de Valores) authorized the issuance of Itabo’s Corporate Bonds up to a total amount of RD$1,000 million. On August 7, 2006, a first tranch of the bond was issued for an amount of RD$ 350 million, fully payable at maturity with a one-year tenor at a fixed rate of 16% per annum. This tranche was paid in August 2007
On October 5, 2006, Itabo Finance issued Senior Notes by US$125.0 million in the international markets pursuant to Rule 144A and Regulation S of the SEC, and underwritten by ABN AMRO, with final single installment payment in October 2013 at 10.875% interest per annum. Interests are payable semiannually. The net proceeds of the Notes were used to: (i) fund the interest debt reserve, (ii) pay dividends, and (iii) pay financing fees and expenses.
In August 2007 the "Superintendencia de Valores"of the Dominican Republic approved the issuance of of Andres’ Corporate Bonds up to US$25 million, and for an 18- months period. On September 26th, the first tranche of the local bonds was issued for US$5.0 millions, at a fixed annual rate of 7.75%. The second tranche was issued on December 5th, 2007 for US$10,4 millions, at a fixed annual rate of 7.25%.Finally, the third tranche was issued on June 24th, for US$9,596,000. The issuance was unconditionally and irrevocably guaranteed by DPP. All the tranches were paid.
On October 25th, Itabo issued Corporate Bonds in the local market for US$6.9 million at 7.5% and due date in 2013. These bonds correspond to the 1st and 2nd tranches of the local corporate bonds approved in December 2009 for a total amount of US$25 million. The remaining amount of the 1st and 2nd tranches was issued on December 8th, 2010 for US$3.1 million. On December 21st, Itabo issued the 3rd tranche of its local bonds by US$5 million.
On October 28th, Itabo settled the partial call of its Senior Notes issued by its subsidiary Itabo Finance, S.A, with a coupon of 10.875% and due date on 2013 at the set call price of 105.438 or 5.438% over the pair value (US$100.00), as permitted by the Indenture of the referenced Senior Notes. The total number of bonds repurchased were 189,680 units and the total amount paid to the investor was US$20,131,268, including principal, premium and unpaid accrued interest as of that date.
On October 28th, Itabo and AES Dominicana commenced their respective offers to purchase (i) in the case of AES Dominicana Finance, any and all of AES Dominicana Finance's outstanding 11% Senior Notes due 2015 (or “AES Dominicana Senior Notes”), unconditionally and irrevocably guaranteed by Andres and Dominican Power Partners, and (ii) in the case of Itabo Finance, any and all of Itabo Finance's outstanding 10.875% Senior Notes due 2013 (or “Itabo Senior Notes”), unconditionally and irrevocably guaranteed by Itabo. This Offer to Purchase expiried on November 26, 2010 at a Tender Offer Consideration of 103.125 for the AES Dominicana Senior Notes and 103.05 for the Itabo Senior Notes. That offer included an Early Tender Offer, which was executed on November 10th, 2010 at an Early Tender Consideration of 106.125 for the AES Dominicana Senior Notes and 106.05 for Itabo Finance Notes. As a result, of the Early Tender, AES Dominicana repurchased US$105.4 million of its Senior Notes and Itabo repurchased US$99.5 million of its Senior Notes. The total amount paid to bondholders was US$116.6 million and US$106.5 million (including early premium and accrued interests) respectively.
On November 10, 2010, AES Dominicana sold a combined $284 million of Notes Units in the 144a private placement market. The total aggregate amount of Notes Units consist of (i) $167,560,000 in aggregate principal amount of Senior Notes of AES Andres Dominicana LTD, unconditionally and irrevocably guaranteed by Andres and DPP, and (ii) U.S.$116,440,000 in aggregate principal amount of Itabo Dominicana Ltd. Senior Notes unconditionally and irrevocably guaranteed by Itabo. The AES Andres Dominicana Senior Notes and the Itabo Dominicana Senior Notes may only be traded as part of the Notes Units and will only be separated in an event of default of either of the companies. The interest rate paid on the Notes Units is 9.5% and maturity in 2020.
On November 12 2010, AES Dominicana and Itabo Finance announced the execution on December 13th, 2010 of a Clean Up Call for all outstanding Senior Notes for a total amount of US$56.1 million and S$27.4 million, respectively, including principal, premium and accrued interests. These notes were registered in the Luxemburg Stock Exchange.
The success of these instruments shows the confidence and trust of foreign and local investors in AES as an operator, and in the economic growth of the Dominican Republic