Chicago -- Exelon Corporation today announced that its indirect subsidiary Continental Wind, LLC has closed a non-recourse project financing consisting of $613 million in 6.00 percent senior secured notes due Feb. 28, 2033. Continental Wind, LLC will distribute the net proceeds from the offering to its indirect parent, Exelon Generation Company, LLC, for its general corporate purposes.
Continental Wind, LLC owns and operates a portfolio of wind farms in Idaho, Kansas, Michigan, Oregon, New Mexico and Texas with a total net capacity of 667 megawatts.
RBS Securities Corp., Barclays Capital Inc. and Citigroup Global Markets Inc. led the offering as joint book-running managers and Credit Agricole Securities USA Inc., RBC Capital Markets and Mitsubishi UFJ Securities USA Inc. served as co-managers. In addition, Saltbox Partners, LLC, a woman-owned firm, served as a structuring advisor.
The notes were sold to the Initial Purchasers pursuant to an exemption from the registration requirements under the Securities Act of 1933, as amended (the "Securities Act"). The Initial Purchasers intend to resell the notes in private sales exempt from registration under the Securities Act (i) inside the United States to "qualified institutional buyers" as defined in Rule 144A under the Securities Act ("Rule 144A"), in accordance with Rule 144A and (ii) to other eligible purchasers pursuant to offers and sales that occur outside the United States within the meaning of Regulation S under the Securities Act ("Regulation S") in accordance with Regulation S. The notes have not been registered under the Securities Act or applicable state securities laws and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and applicable state laws.
Cautionary Statements Regarding Forward-Looking Information. This press release includes forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 that are subject to risks and uncertainties. The factors that could cause actual results to differ materially from these forward-looking statements include those discussed herein as well as those discussed in (1) Exelon's 2012 Annual Report on Form 10-K in (a) ITEM 1A. Risk Factors, (b) ITEM 7. Management's Discussion and Analysis of Financial Condition and Results of Operations and (c) ITEM 8. Financial Statements and Supplementary Data: Note 19; (2) Exelon's Second Quarter 2013 Quarterly Report on Form 10-Q in (a) Part II, Other Information, ITEM 1A. Risk Factors; (b) Part 1, Financial Information, ITEM 2. Management's Discussion and Analysis of Financial Condition and Results of Operations and (c) Part I, Financial Information, ITEM 1. Financial Statements: Note 18; and (3) other factors discussed in filings with the Securities and Exchange Commission by Exelon Corporation and Exelon Generation Company, LLC (the "Registrants"). Readers are cautioned not to place undue reliance on these forward-looking statements, which apply only as of the date of this press release. None of the Registrants undertakes any obligation to publicly release any revision to its forward-looking statements to reflect events or circumstances after the date of this press release.