Press Release Details

The AES Corporation Announces Private Offering of Senior Notes by its Subsidiary Dolphin Subsidiary II, Inc. as Part of Permanent Financing for DPL Inc. Acquisition

Sep 26, 2011

ARLINGTON, Va., Sep 26, 2011 -- The AES Corporation announced today that Dolphin Subsidiary II, Inc. (the "Company"), a newly formed, wholly-owned special purpose indirect subsidiary of The AES Corporation, intends, subject to market and other conditions, to offer senior notes due 2016 and 2021 (together, the "Notes") in a private offering exempt from registration in accordance with Rule 144A and Regulation S under the United States Securities Act of 1933, as amended (the "Securities Act").

The net proceeds from the offering will be used to finance The AES Corporation's previously announced pending acquisition (the "Merger") of DPL Inc. ("DPL"). Subject to and upon the consummation of the Merger, the Company will merge with and into DPL, with DPL continuing as the surviving company and obligor under the Notes. Neither The AES Corporation nor, until consummation of the Merger and the merger between the Company and DPL, DPL has any obligation under the Notes. Pending the consummation of the Merger, the proceeds from the offering will be deposited and held in an escrow account. If the Merger is not consummated on or before September 30, 2012, the proceeds from the offering will be used to redeem the Notes at a redemption price equal to 101% of the offering price of the Notes, plus accrued and unpaid interest to, but not including, the redemption date. The consummation of the Merger is subject to various regulatory and other approvals and certain other closing conditions and, as a result, there can be no assurance that the Merger will be consummated.

The Notes are being offered only to qualified institutional buyers in reliance upon Rule 144A under the Securities Act, and, outside the United States, only to non-U.S. persons pursuant to Regulation S under the Securities Act. The Notes have not been registered under the Securities Act or any state securities laws and may not be offered or sold in the United States absent an effective registration statement or an applicable exemption from registration requirements under the Securities Act or any state securities laws.

Nothing in this press release shall constitute or be construed as an offering by AES or DPL. This press release does not constitute an offer to sell or a solicitation of an offer to buy any securities, nor does it constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale is unlawful.

About AES

The AES Corporation (NYSE: AES) is a Fortune 200 global power company. We provide affordable, sustainable energy to 28 countries through our diverse portfolio of distribution businesses as well as thermal and renewable generation facilities. Our workforce of 29,000 people is committed to operational excellence and meeting the world's changing power needs. Our 2010 revenues were $17 billion and we own and manage $41 billion in total assets. To learn more, please visit

Safe Harbor Disclosure

This news release contains forward-looking statements within the meaning of the Securities Act of 1933 and of the Securities Exchange Act of 1934. Such forward-looking statements include, but are not limited to, those related to future earnings, growth and financial and operating performance. Forward-looking statements are not intended to be a guarantee of future results, but instead constitute AES' current expectations based on reasonable assumptions. Forecasted financial information is based on certain material assumptions. These assumptions include, but are not limited to, our accurate projections of future interest rates, commodity price and foreign currency pricing, continued normal levels of operating performance and electricity volume at our distribution companies and operational performance at our generation businesses consistent with historical levels, as well as achievements of planned productivity improvements and incremental growth investments at normalized investment levels and rates of return consistent with prior experience.

Actual results could differ materially from those projected in our forward-looking statements due to risks, uncertainties and other factors. Important factors that could affect actual results are discussed in AES' filings with the Securities and Exchange Commission, including, but not limited to, the risks discussed under Item 1A "Risk Factors" in AES' 2010 Annual Report on Form 10-K and the Form 10-Q for the quarter ended June 30, 2011. Readers are encouraged to read AES' filings to learn more about the risk factors associated with AES' business. AES undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

Any Stockholder who desires a copy of the Company's 2010 Annual Report on Form 10-K dated on or about February 25, 2011 with the SEC may obtain a copy (excluding Exhibits) without charge by addressing a request to the Office of the Corporate Secretary, The AES Corporation, 4300 Wilson Boulevard, Arlington, Virginia 22203. Exhibits also may be requested, but a charge equal to the reproduction cost thereof will be made. A copy of the Form 10-K may be obtained by visiting the Company's website at

SOURCE: The AES Corporation

The AES Corporation
Media & Investor Contact:
Joel Abramson, 703-682-6301