Puget Holdings LLC, a group of long-term infrastructure investors, and
Puget Energy (NYSE:PSD) today announced they expect to close Puget
Holdings’ $7.4 billion purchase of Puget Energy and its wholly-owned
utility subsidiary, Puget Sound Energy, by Feb. 6, 2009.
"We accept the Washington Utilities and Transportation Commission order
approving the merger and expect to close the transaction by February 6,”
said Christopher J. Leslie, chief executive officer of Macquarie
Infrastructure Partners and spokesman for Puget Holdings. "We are
committed to using our combined access to capital to support the plans
of PSE’s local management to meet the utility’s steady increase in
demand for energy.”
Stephen P. Reynolds, chairman, president and CEO of Puget Energy and
PSE, said, "I am excited about having committed access to capital and
being able to focus our time and attention on serving our customers.
With Puget Holdings’ strong, patient investors, we will have the
resources to build the infrastructure and secure the clean energy
supplies needed to serve the growing region.”
Puget Holdings has committed to support the utility’s $5 billion capital
program (approximately $1 billion a year) for the next five years for
infrastructure projects and energy supplies needed to maintain and
improve the reliability of the electric and natural gas systems in the
region. Puget Holdings has also committed to provide $100 million in
rate credits and other savings. Customers could begin seeing these rate
credits on their bills as early as March 2009, continuing for the next
10 years.
Upon closing, PSE will continue to maintain PSE’s headquarters within
Washington state and retain existing management and employees. The
approved merger conditions guarantee that three current PSE board
members will continue on the board of PSE after the transaction closes,
ensuring locally based, experienced governance. William (Bill) S. Ayer,
chairman and chief executive of Alaska Air Group, will become the
chairman of the boards of directors for Puget Holdings and PSE. Stephen
P. Reynolds, who will remain as PSE president and CEO, will also serve
on the Puget Holdings and PSE boards. The PSE board will also include
Herbert B. Simon, a member of Simon Johnson LLC, a real estate and
venture capital projects investment company in Tacoma.
With the same local PSE employees operating the same local utility in
more than 100 Washington state communities, PSE will continue to be
regulated by the UTC, as well as by the Federal Energy Regulatory
Commission and other federal, state and local agencies. The utility’s
long history of actively supporting the communities it serves will be
extended with increased funding of $5 million from Puget Holdings to the
Puget Sound Energy Foundation as a result of the merger.
Puget Energy’s common stock will remain listed on the NYSE until the
merger closes. Upon closing, Puget Holdings will acquire all of the
outstanding shares of Puget Energy common stock for $30 per share in
cash. To ensure that shareholders continue to receive dividends at the
current rate until closing of the merger, Puget Energy plans to pay a
special pro rata dividend based on the number of days from the last
regular dividend record date (Jan. 21, 2009) until the closing date of
the merger, payable to shareholders of record as of a date prior to the
closing to be established by the board of directors. Information on how
to convert Puget Energy’s common shares into cash after the merger
closes is available on www.PugetEnergy.com.
Puget Holdings is comprised of Macquarie Infrastructure Partners, the
Canada Pension Plan Investment Board, the British Columbia Investment
Management Corporation, Alberta Investment Management Corporation,
Macquarie-FSS Infrastructure Trust and Macquarie Capital Group.
About Puget Sound Energy
Washington state’s oldest and largest energy utility, with a
6,000-square-mile service area stretching across 11 counties, Puget
Sound Energy serves more than 1 million electric customers and nearly
750,000 natural gas customers, primarily in Western Washington. PSE, a
subsidiary of Puget Energy (NYSE:PSD), meets the energy needs of its
growing customer base through incremental, cost-effective energy
conservation, low-cost procurement of sustainable energy resources, and
far-sighted investment in the energy-delivery infrastructure. PSE
employees are dedicated to providing great customer service to deliver
energy that is safe, reliable, reasonably priced, and environmentally
responsible.
About Puget Energy
Puget Energy (NYSE:PSD) is the parent company of Puget Sound Energy, a
regulated utility providing electric and natural gas service primarily
to the growing Puget Sound region of western Washington. For more
information, visit www.pugetenergy.com.
About Puget Holdings LLC
Macquarie Infrastructure Partners
Macquarie Infrastructure Partners, headquartered in New York, is a
diversified unlisted fund focusing on infrastructure investments in the
United States and Canada. The majority of MIP investors are US and
Canadian institutions such as public pension funds, corporate pension
funds, endowments and foundations and Taft-Hartley (Labor) funds. MIP
has thirteen committed investments including stakes in regulated
utilities such as Aquarion Company, a regulated New England water
utility, Duquesne Light, a regulated electric utility in Pittsburgh and
investments in several other infrastructure and essential service
businesses in the US and Canada.
Macquarie Capital Group
Macquarie Capital Group Limited is recognized as a leading global
investor and manager of infrastructure businesses. Members of the
Macquarie Capital Group manage more than US $40 billion in equity
invested in infrastructure and essential service assets around the world
through a range of listed and unlisted vehicles. Infrastructure
investments managed by Macquarie include investments in the regulated
energy, utility, water, transportation and telecommunications sectors
around the world. Macquarie aims to manage investments in infrastructure
assets profitably and responsibly.
CPP Investment Board
The CPP Investment Board is a professional investment management
organization that invests the funds not needed by the Canada Pension
Plan to pay current benefits on behalf of 17 million Canadian
contributors and beneficiaries. In order to build a diversified
portfolio of CPP assets, the CPP Investment Board invests in public
equities, private equities, real estate, inflation-linked bonds,
infrastructure and fixed income instruments. Headquartered in Toronto,
with offices in London and Hong Kong, the CPP Investment Board is
governed and managed independently of the Canada Pension Plan and at
arm's length from governments. At September 30, 2008, the CPP Fund
totaled C$117.4 billion. For more information, please visit www.cppib.ca.
bcIMC
British Columbia Investment Management Corporation (bcIMC) is an
investment management corporation based in Victoria, B.C. With over C$85
billion in assets under administration with global exposure, and
supported by industry-leading investment expertise, bcIMC offers fund
management services for all major asset classes, including currency and
infrastructure investment.
bcIMC’s Strategic Investment and Infrastructure Program seeks to acquire
long term interests in tangible infrastructure assets which hold the
potential to generate strong returns and cash yields to its clients. The
program has a global focus with holdings in North America, Latin
America, and Europe. bcIMC’s clients include public sector pension
plans, public trusts, and insurance funds. For more information, visit www.bcimc.com.
AIMCo
Alberta Investment Management Corporation (AIMCo), based in Edmonton,
Alberta, is one of the largest institutional investment management firms
in Canada, with C$73 billion in assets under management as of Sept. 30,
2008. AIMCo manages capital for public sector pension plan and
government endowment fund clients across a wide variety of asset
classes. Alternative investments include infrastructure, real estate,
timberland, and private equity. AIMCo has made infrastructure investment
commitments of nearly C$2 billion and has significant investment
experience in the regulated energy and utility sectors. Infrastructure
investments are made on a long-term basis, and the portfolio is
diversified across sector and geography, including investments in North
America, Europe and Asia. For more information on AIMCo and its
investments, please visit www.aimco.alberta.ca.
MFIT
Macquarie-FSS Infrastructure Trust (MFIT) is an unlisted Australian
infrastructure trust managed by Macquarie Specialised Asset Management
Limited. The investment objective of MFIT is to make investments in a
diversified range of infrastructure and infrastructure-like assets. MFIT
currently holds interests in four assets across four sectors in three
countries (the USA, the UK and Spain). Assets include electricity and
water infrastructure, communications infrastructure and vehicle
inspection services.
CAUTIONARY STATEMENT:
Certain statements contained in this news release are "forward-looking
statements” within the meaning of the Private Securities Litigation
Reform Act of 1995, among which include the parties’ plans relating to
utility plant additions and expenses, future energy demands and the
ability to satisfy them, the ability to achieve expected rate credits
and other savings, the parties’ expectations regarding the merger and
factors that could impact financing or the closing of the transaction.
Forward-looking statements are based on the opinions and estimates of
the parties at the time the statements are made and are subject to
certain risks and uncertainties that could cause actual results to
differ materially from those anticipated in the forward-looking
statements. Factors that could affect actual results include, among
others, governmental policies and regulatory actions, including those of
the Washington Utilities and Transportation Commission, any challenge to
such actions, the uncertainties of the current economic situation,
including adverse effects on Puget Energy’s customers or Puget Energy’s
or Puget Holdings’ lenders or the failure of any remaining conditions to
the transaction. More information about these and other factors that
potentially could affect the closing or success of the transaction is
included in Puget Energy's and PSE's most recent annual report on Form
10-K, quarterly report on Form 10-Q and in their other public filings
filed with the Securities and Exchange Commission. Except as required by
law, the parties undertake no obligation to update any forward-looking
statements.