MINNEAPOLIS--(BUSINESS WIRE)--
Xcel Energy Inc. (NYSE: XEL) (“Xcel Energy”) today announced that it has
commenced a public offering of 19,000,000 shares of its common stock.
Subject to certain conditions, all shares will be sold in connection
with the Forward Agreement, as discussed below. The underwriters will be
granted a one-time option exercisable for 30 days from the date of
pricing to purchase an additional 2,850,000 shares of Xcel Energy’s
common stock to cover over-allotments. The shares subject to the
over-allotment option may be purchased directly from Xcel Energy or Xcel
Energy may elect, in its sole discretion if such option is exercised, in
lieu of issuing and delivering shares of common stock directly to the
underwriters, that the additional shares of common stock be borrowed and
delivered to the underwriters by the Forward Counterparty or its
affiliate, as described below.
In connection with the offering, Xcel Energy will enter into a forward
sale agreement (the “Forward Agreement”) with an affiliate of Merrill
Lynch, Pierce, Fenner & Smith Incorporated (the “Forward Counterparty”),
under which Xcel Energy will agree to sell to the Forward Counterparty a
number of shares of its common stock equal to the number of common
shares to be sold through the underwriters in the public offering,
subject to certain adjustments. Settlement of the Forward Agreement is
expected to occur no later than approximately 10 months following the
date of pricing. Subject to certain exceptions, Xcel Energy may elect
cash or net share settlement for all or a portion of its obligations
under the Forward Agreement. Upon any physical settlement of the Forward
Agreement, Xcel Energy will deliver shares of its common stock in
exchange for cash proceeds at the forward sale price, which will be
determined at the pricing of the offering and will be subject to
adjustment as provided in the Forward Agreement.
Xcel Energy intends to use any net proceeds that it receives upon
settlement of the forward sale agreement described above, or from the
sale of any shares to the underwriters to cover over-allotments, to
repay outstanding commercial paper and make capital contributions to its
operating subsidiaries.
BofA Merrill Lynch, Barclays Capital and J.P. Morgan are acting as joint
book-running managers for the offering.
This news release does not constitute an offer to sell or the
solicitation of an offer to buy any securities nor shall there be any
sale of any securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such jurisdiction. The
offering of the common stock may be made only by means of a prospectus
and related prospectus supplement. Copies of the prospectus and related
preliminary prospectus supplement for the offering may be obtained by
contacting (i) BofA Merrill Lynch, 4 World Financial Center, New York,
NY 10080, Attn: Prospectus Department or emaildg.prospectus_requests@baml.com,
(ii) Barclays Capital, c/o Broadridge Financial Solutions, 1155 Long
Island Avenue, Edgewood, New York 11717, Telephone: (888) 603-5847, or
(iii) JPM Prospectus delivery, J.P. Morgan, via Broadridge Financial
Solutions, 1155 Long Island Avenue, Edgewood, New York 11717, Telephone:
(866) 803-9204.
This news release contains forward-looking statements within the meaning
of the Private Securities Litigation Reform Act of 1995 that reflect
management’s current views with respect to future events, based on what
Xcel Energy believes are reasonable assumptions. No assurance can be
given, however, that these events will occur, including the closing of
the above mentioned offering. Such forward-looking statements are
intended to be identified in this document by the words “anticipate,”
“believe,” “estimate,” “expect,” “intend,” “may,” “objective,”
“outlook,” “plan,” “project,” “possible,” “potential,” “should” and
similar expressions. Actual results may vary materially. Factors that
could cause actual results to differ materially include, but are not
limited to: general economic conditions, including the availability of
credit and its impact on capital expenditures and the ability of Xcel
Energy and its subsidiaries to obtain financing on favorable terms;
business conditions in the energy industry; actions of credit rating
agencies; competitive factors, including the extent and timing of the
entry of additional competition in the markets served by Xcel Energy and
its subsidiaries; unusual weather; effects of geopolitical events,
including war and acts of terrorism; state, federal and foreign
legislative and regulatory initiatives that affect cost and investment
recovery, have an impact on rates or have an impact on asset operation
or ownership or imposed environmental compliance conditions; structures
that affect the speed and degree to which competition enters the
electric and natural gas markets; costs and other effects of legal and
administrative proceedings, settlements, investigations and claims;
actions of accounting regulatory bodies; and the other risk factors
listed from time to time by Xcel Energy in reports filed with the
Securities and Exchange Commission (SEC), including Risk Factors in Item
1A and Exhibit 99.01 of Xcel Energy's Annual Report on Form 10-K for the
year ended December 31, 2009 and on Xcel Energy's Quarterly Reports on
Form 10-Q for the quarters ended March 31, 2010 and June 30, 2010. Xcel
Energy assumes no obligation to update any forward-looking information
contained in this news release.
Source: Xcel Energy
Contact:
Xcel Energy
Financial analysts:
Paul Johnson, 612-215-4535
Managing
Director, Investor Relations & Assistant Treasurer
or
News
media inquiries:
Xcel Energy Media Relations, 612-215-5300
Internet:
www.xcelenergy.com