MINNEAPOLIS--(BUSINESS WIRE)--
Xcel Energy Inc. (NYSE:XEL) (“Xcel Energy”) today announced that it has
priced a public offering of 19,000,000 shares of its common stock at
$21.50 per share. Subject to certain conditions, all shares will be sold
in connection with the Forward Agreement, as discussed below. The
underwriters were granted a one-time option exercisable for 30 days from
today 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 entered 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 agreed 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 from today. 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 of $20.855 per share, adjusted 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. Credit Suisse, KeyBanc Capital
Markets, Morgan Stanley and UBS Investment Bank are acting as
co-managers for the offering.
This announcement does not constitute an offer to sell or the
solicitation of an offer to buy these securities nor shall there be any
sale of these securities in any jurisdiction in which an offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such jurisdiction. The
offering is being made only by means of a prospectus and related
prospectus supplement. A prospectus supplement related to the offering
will be filed with the Securities and Exchange Commission. When
available, copies of the prospectus and related prospectus supplement
relating to 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 Inc.
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
www.xcelenergy.com