Puget
Sound Energy merger parties expect to close by Feb.
6
BELLEVUE, Wash. – Jan. 16,
2009 – 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.
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