GE Announces Launch of Debt Tender Offers

Rhea-AI Summary

GE (NYSE:GE) has announced its tender offers to purchase debt securities, including the 'Any and All Notes' and 'Capital Notes' with a maximum aggregate purchase price of up to $1,000,000,000 each. The offers aim to reduce leverage in line with GE's strategic objectives. Key deadlines include the Early Participation Date on June 7, 2021, and the Expiration Date on June 21, 2021. Accepted notes will be retired, reducing GE's outstanding obligations and potentially strengthening its financial position.

Positive

• Tender offers aim to reduce leverage, enhancing financial stability.
• Potential retirement of significant outstanding debt, improving balance sheet.

Negative

• None.

GE (NYSE:GE) announces its offers to purchase for cash:

• any and all of the debt securities listed in Table I below (the “Any and All Notes” and such offer to purchase, the “Any and All Tender Offer”), each originally issued either by GE or General Electric Capital Corporation (“GE Capital”) (and assumed by GE);
• up to $1,000,000,000 (the “Capital Notes Maximum Amount”) aggregate purchase price of the debt securities listed in Table II below (the “GE Capital Notes” and such offer to purchase, the “Capital Notes Tender Offer”), each originally issued by GE Capital (and assumed by GE); and
• up to $1,000,000,000 (the “Company Notes Maximum Amount”) aggregate purchase price of the debt securities listed in Table III below (the “GE Company Notes” and such offer to purchase, the “Company Notes Tender Offer”), each originally issued by GE.

Table I
Any and All Notes: NO CAP ON AGGREGATE PURCHASE PRICE
Title of Security	Security Identifier(s)	Applicable Maturity Date	Principal Amount Outstanding (millions)	Early Participation Amount (1)(2)	Reference Security	Bloomberg Reference Page/Screen	Fixed Spread (basis points)
4.650% Notes due 2021(1)	CUSIP: 36962G5J9 ISIN: US36962G5J92	October 17, 2021	$469	$50	2.875% U.S.T. due 10/15/2021	FIT3	25
3.150% Notes due 2022(1)	CUSIP: 36962G6F6 ISIN: US36962G6F61	September 7, 2022	$676	$50	0.125% U.S.T. due 8/31/2022	FIT4	25
2.700% Notes due 2022(2)	CUSIP: 369604BD4 ISIN: US369604BD45	October 9, 2022	$954	$50	0.125% U.S.T. due 9/30/2022	FIT4	25
3.100% Notes due 2023(1)	CUSIP: 36962G6S8 ISIN: US36962G6S82	January 9, 2023	$766	$50	0.125% U.S.T. due 12/31/2022	FIT4	30
Total			$2,865

(1)		Originally issued by GE Capital.
(2)		Originally issued by GE.

Table II
GE CAPITAL NOTES: AGGREGATE PURCHASE PRICE OF UP TO $1,000,000,000
Title of Security	Security Identifier(s)	Applicable Maturity Date	Principal Amount Outstanding (millions)	Acceptance Priority Level	Early Participation Amount (1)(2)	Reference Security	Bloomberg Reference Page/Screen	Fixed Spread (basis points)
6.150% Notes due 2037	CUSIP: 36962G3A0 ISIN: US36962G3A02	August 7, 2037	$888	1	$50	2.250% U.S.T. due 5/15/2041	FIT1	104
5.875% Notes due 2038	CUSIP: 36962G3P7 ISIN: US36962G3P70	January 14, 2038	$2,930	2	$50	2.250% U.S.T. due 5/15/2041	FIT1	107
6.875% Notes due 2039	CUSIP: 36962G4B7 ISIN: US36962G4B75	January 10, 2039	$2,021	3	$50	2.250% U.S.T. due 5/15/2041	FIT1	115
Total			$5,839

Table III
GE COMPANY NOTES: AGGREGATE PURCHASE PRICE OF UP TO $1,000,000,000
Title of Security	Security Identifier(s)	Applicable Maturity Date	Principal Amount Outstanding (millions)	Acceptance Priority Level	Early Participation Amount (1)(2)	Reference Security	Bloomberg Reference Page/Screen	Fixed Spread (basis points)
4.250% Notes due 2040	CUSIP: 369604BX0 ISIN: US369604BX09	May 1, 2040	$1,500	1	$50	2.250% U.S.T. due 5/15/2041	FIT1	107
4.125% Notes due 2042	CUSIP: 369604BF9 ISIN: US369604BF92	October 9, 2042	$856	2	$50	2.250% U.S.T. due 5/15/2041	FIT1	112
4.500% Notes due 2044	CUSIP: 369604BH5 ISIN: US369604BH58	March 11, 2044	$1,000	3	$50	2.250% U.S.T. due 5/15/2041	FIT1	119
4.350% Notes due 2050	CUSIP: 369604BY8 ISIN: US369604BY81	May 1, 2050	$3,750	4	$50	1.875% U.S.T. due 2/15/2051	FIT1	119
Total			$7,106

(1)		Per $1,000 principal amount.
(2)		The applicable Total Consideration payable for each series of Notes will be at a price per $1,000 principal amount of such series of Notes validly tendered on or prior to the applicable Early Participation Date and accepted for purchase by GE, which is calculated using the applicable Fixed Spread, and includes the applicable Early Participation Amount. In addition, holders whose Notes are accepted for purchase will also receive any Accrued Interest on such Notes. Holders of Notes that are validly tendered after the applicable Early Participation Date and at or before the applicable Expiration Date and accepted for purchase will receive only the applicable Late Tender Offer Consideration, which does not include the applicable Early Participation Amount, together with any Accrued Interest on such Notes.

The GE Capital Notes and the GE Company Notes are together referred to as the “Maximum Notes.” The Any and All Notes, the GE Capital Notes and the GE Company Notes are together referred to as the “Notes.” The Capital Notes Tender Offer and the Company Notes Tender Offer are together referred to as the “Maximum Notes Tender Offers,” and each, a “Maximum Notes Tender Offer.” The Any and All Tender Offer, the Capital Notes Tender Offer and the Company Notes Tender Offer are together referred to as the “Tender Offers,” and each, a “Tender Offer.”

Each Tender Offer is made upon the terms and subject to the conditions set forth in the offer to purchase, dated May 24, 2021 (as it may be amended or supplemented from time to time, the “Offer to Purchase”). Capitalized terms used but not defined in this announcement have the meanings given to them in the Offer to Purchase.

Copies of the Offer to Purchase are available from the Information and Tender Agent as set out below. Capitalized terms used in this announcement but not defined have the meanings given to them in the Offer to Purchase. All documentation relating to the Offer to Purchase, together with any updates will be available via the Offer Website: www.dfking.com/ge .

Timetable for the Tender Offers

Event		Date
Commencement of the Offers		May 24, 2021.
Early Participation Date		5:00 p.m., New York City time, on June 7, 2021, unless extended with respect to any Tender Offer by GE in its sole and absolute discretion.
Withdrawal Date		5:00 p.m., New York City time, on June 7, 2021, unless extended with respect to any Tender Offer by GE in its sole and absolute discretion.
Reference Yield Determination Date		10:00 a.m., New York City time, on June 8, 2021, unless extended with respect to any Tender Offer by GE in its sole and absolute discretion.
Early Payment Date		Expected to be on or about June 9, 2021, as the applicable Early Payment Date will promptly follow the Early Participation Date.
Expiration Date		11:59 p.m., New York City time, on June 21, 2021, unless extended with respect to any Tender Offer by GE in its sole and absolute discretion .
Final Payment Date		Expected to be on or about June 23, 2021, as the Final Payment Date will promptly follow the applicable Expiration Date.

Purpose of the Tender Offers

The purpose of the Tender Offers is to purchase certain outstanding debt issued by GE or GE Capital and to reduce our leverage consistent with our previously announced plans. Notes that are accepted in the Tender Offers will be purchased, retired and cancelled by GE or GE capital, as applicable, and will no longer remain outstanding obligations of GE.

Details of the Tender Offers

Each of the Tender Offers will expire at 11:59 p.m., New York City time, on June 21, 2021, unless extended by GE in respect of any of the Tender Offers or if any of the Tender Offers is earlier terminated by GE in its sole and absolute discretion (such date and time, as the same may be extended with respect to any of the Tender Offers, the “Expiration Date”). Notes tendered may be withdrawn at any time prior to 5:00 p.m., New York City time, on June 7, 2021, unless extended by GE in respect of any of the Tender Offers in its sole and absolute discretion (such date and time, as the same may be extended with respect to any of Tender Offers, the applicable “Withdrawal Date”), but not thereafter.

Maximum Notes validly tendered and not validly withdrawn pursuant to each Maximum Notes Tender Offer and accepted for purchase will be accepted in accordance with the applicable acceptance priority levels set forth in Table II or Table III above, as applicable (the “Acceptance Priority Levels”), and may be subject to proration, all as more fully described herein and in the Offer to Purchase.

Holders (the “Holders”) of the Notes that are validly tendered at or before 5:00 p.m., New York City time, on June 7, 2021, unless extended by GE in respect of any of the Tender Offers (such date and time, as the same may be extended with respect to any of the Tender Offers, the applicable “Early Participation Date”), and not subsequently validly withdrawn, and accepted for purchase will receive the applicable Total Consideration (as defined below) for their Notes, which includes the applicable early participation amount for the applicable series of Notes set forth in Table I, Table II or Table III above, as applicable (the applicable “Early Participation Amount”), together with any Accrued Interest (as defined below). Holders validly tendering their Notes after the applicable Early Pa

FAQ

What is GE's recent tender offer related to?

GE announced a tender offer to purchase certain debt securities to reduce leverage.

What is the maximum purchase price for GE's tender offers?

GE's tender offers each have a maximum purchase price of up to $1,000,000,000.

When are the key dates for GE's tender offers?

The Early Participation Date is June 7, 2021, and the Expiration Date is June 21, 2021.

What is the purpose of GE's tender offers?

The purpose is to purchase outstanding debt and reduce leverage consistent with previously announced plans.