EXHIBIT 99.1
AES TO ACQUIRE IPALCO
Adds 3,000 MW in the Midwest Market
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ARLINGTON, VA and INDIANAPOLIS, IN, July 17, 2000 -- The AES Corporation
(NYSE: AES) and IPALCO Enterprises (NYSE: IPL) announced today that they
have entered into an agreement whereby AES will acquire IPALCO Enterprises,
Inc. for $25.00 per share in a stock-for-stock transaction valued at
approximately $2.15 billion plus the assumption of $890 million of debt and
preferred stock. IPALCO is a utility holding company headquartered in
Indianapolis, Indiana, whose primary subsidiary, Indianapolis Power &
Light, is an integrated electric utility that owns and operates 3,000
megawatts of coal-fired generation and provides retail electric service to
433,000 customers in and around Indianapolis.
Under the terms of the agreement, upon closing, each share of IPALCO common
stock will be exchanged for a number of AES shares such that IPALCO
shareholders will receive a fixed value of $25.00 per IPALCO share. Based
on recent trading prices, AES would be issuing approximately 43 million
shares (an exchange ratio of approximately 0.50 AES shares per IPALCO
share). The final exchange ratio will be determined five business days
prior to closing, based upon the average daily closing prices of AES common
stock for the preceding twenty trading days and capped at approximately
0.80 AES shares per IPALCO share. The transaction is expected to be
tax-free to IPALCO shareholders, accounted for as a pooling-of-interests
and immediately accretive to AES earnings per share. Upon closing, IPALCO
will become a wholly owned subsidiary of AES with its headquarters
remaining in Indianapolis.
Mr. Dennis W. Bakke, President and Chief Executive Officer of AES, stated
"We are thrilled to be in the Indiana market and look forward to working
with the people of IPALCO, the local communities and serving the people of
Central Indiana. We plan to further develop the solid foundation of
customer service and community involvement IPALCO has built over the years.
"
Mr. Tom Tribone, Executive Vice President of AES, said, "We're proud to
become a part of the Indianapolis community. We are adding 3,000 megawatts
of some of the best, low-cost generating plants in the Midwest and a highly
respected brand name to the AES family. We were particularly attracted by
the competence and can-do spirit of the people of IPALCO."
Mr. John R. Hodowal, IPALCO Chairman and CEO, stated "This transaction is a
positive development for our shareholders, employees, customers and
communities. Additionally, IPALCO believes that by adding AES's global
experience and resources to our own local utility expertise, IPALCO will be
able to offer its individual customers and its communities better and
broader services at competitive prices."
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The transaction is subject to certain conditions, including receipt of the
approval of IPALCO shareholders and receipt of regulatory approvals,
including that of the Federal Energy Regulatory Commission and the
Securities and Exchange Commission.
The parties anticipate receiving regulatory approvals and closing the
transaction by early 2001. Additionally, as part of the SEC approval
process, AES expects to restructure its ownership interests in CILCORP
within a specified period of time in order to continue as an exempt holding
company under the Public Utility Holding Company Act of 1935.
Lehman Brothers, Inc. acted as financial advisor and Skadden, Arps, Slate,
Meagher & Flom LLP acted as counsel to AES.
UBS Warburg LLC acted as financial advisor and Cravath, Swaine & Moore and
Barnes & Thornburg acted as counsel to IPALCO.
Business development milestones for AES in 2000 include the following:
o In June, AES acquired a controlling interest in Electricidad de
Caracas, an integrated electricity company serving Caracas,
Venezuela.
o In June, a subsidiary of AES completed an $815 million non-recourse
financing for a circulating fluidized bed coal-fired facility
currently being built on the south coast of Puerto Rico.
o In May, a subsidiary of AES acquired 100% of Tractebel Power Ltd.
("TPL") from Tractebel S.A. With this transaction, AES owns
approximately 92% of NIGEN's common stock.
o In May, AES announced that it won a bid to purchase a 70% interest in
the 1,580 MW Mohave Generating Station in Laughlin, Nevada for
approximately $667 million.
o In April, AES announced it intends to launch a tender offer to
acquire all outstanding common and preference shares of Brazilian
generation company Compania de Geracao de Energia Eletrica Tiete
("Tiete").
o In March, a subsidiary of AES acquired for $8 million, GeoUtilities
Inc., an internet-based superstore for energy, telecom and other
vital services.
o In March, a subsidiary of AES completed a financing associated with
823 MW of generating facilities in the Republic of Georgia. The
financing included the acquisition of the 600 MW Gardabani thermal
plant and the establishment of 25- year concessions for the Khrami I
and II hydro stations, which have a combined capacity of 223 MW.
o In March, a subsidiary of AES, completed a $440 million non-recourse
project financing for AES Red Oak, an 832 MW natural gas-fired
combined cycle plant in Sayreville, New Jersey.
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o In February, AES announced that it had entered into an agreement to
acquire a 59% stake in the 1,000 MW hydroelectric facility of
Hidroelectrica Alicura S.A. ("Alicura") in Argentina from Southern
Energy, Inc. ("SEI").
o In February, AES announced that a subsidiary had reached an agreement
with the Bulgarian state-owned electric utility NEK, that will allow
AES to build, own, operate and transfer a $750 million lignite-fired
power plant.
o In January, a subsidiary of AES agreed to acquire 59% of the
outstanding preferred (non-voting) shares of Eletropaulo S.A.
("Eletropaulo").
o In January, a subsidiary of AES and Caterpillar Inc. reached a service
agreement for multiple energy products that will result in the
construction of a 45 MW cogeneration plant in Mossville, Illinois.
AES is a leading global power company comprised of competitive generation,
distribution and retail supply businesses in Argentina, Australia,
Bangladesh, Brazil, Canada, China, Colombia, Dominican Republic, El
Salvador, Georgia, Hungary, India, Kazakhstan, the Netherlands, Mexico,
Pakistan, Panama, the United Kingdom, the United States and Venezuela.
The company's generating assets include interests in one hundred and forty
one facilities totaling over 48 gigawatts of capacity. AES' electricity
distribution network has over 957,000 km of conductor and associated rights
of way and sells over 135,000 gigawatt hours per year to over 19 million
end-use customers. In addition, through its various retail electricity
supply businesses, the company sells electricity to over 154,000 end-use
customers.
AES is dedicated to providing electricity worldwide in a socially
responsible way.
IPALCO Enterprises is a multi-state energy company providing a variety of
energy products and services. Its regulated subsidiary, Indianapolis Power
& Light Company, provides retail electric service to approximately 430,000
residential, commercial and industrial customers in Indianapolis, Indiana,
and other central Indiana communities.
* * * * *
For more general information visit the AES web site at www.aesc.com or
contact investor relations at [email protected]. The list aes-pr-announce
is an automated mailing list and can be found on the investing page of our
web site. Those who subscribe to this list will receive updates when AES
issues a press release.
Investors and security holders are urged to read the disclosure document
regarding the business combination transaction referenced in the foregoing
information, when it becomes available, because it will contain important
information. The disclosure document will be filed with the Securities and
Exchange Commission by AES and security holders may obtain a free copy of
the disclosure document (when it is available) and other documents filed by
AES with the Commission at the Commission's website at www.sec.gov. The
disclosure document and these other documents may also be obtained free of
charge from AES and IPALCO Enterprises by
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directing a request to Shareholder Services, P.O. Box 798, Indianapolis, IN
46206-0798 or by calling 1-800-877-0153 or by e-mailing
[email protected].
