GE Announces Launch of Debt Tender Offers

GE Announces Launch of Debt Tender Offers

GE (NYSEGE) announces for its own account ( including as successor of General Electric Capital Corporation and General Electric Capital ServicesInc. and on behalf of GE Capital International Funding Company Unlimited Company ( formerly GE Capital International Funding Company), GE Capital European Funding Unlimited Company ( formerly GE Capital European Funding), GE Capital UK Funding Unlimited Company ( formerly GE Capital UK Funding), GE Capital Funding, LLC, and Security Capital Group Incorporated (for its own account and as successor of SUSA Partnership,L.P.) ( inclusively, the “ Subsidiary Issuers”) an offer to buy for cash
. Purpose of the Tender Offers

The purpose of the Tender Offers is to buy certain outstanding debt issued or assumed by GE or issued by a Subsidiary Issuer and to reduce our influence harmonious with our preliminarily blazoned plans. Securities that are accepted in the Tender Offers will be bought, retired and cancelled and will no longer remain outstanding scores of GE or any chapter of GE.
Details of the Tender Offers

Each Tender Offer will expire at 1159p.m., New York City time, on December 9, 2021, unless extended or earlier terminated by GE in respect of any of the Tender Offers in its sole and absolute discretion ( similar date and time, as the same may be extended in respect of any of the Tender Offers, the “ Expiration Date”). Securities proffered may be withdrawn at any time previous to 500p.m., New York City time, on November 24, 2021, unless extended by GE in its sole and absolute discretion ( similar date and time, as the same may be extended with respect to any of the Tender Offers, the “ Withdrawal Date”), but not later.
Securities validly proffered and not validly withdrawn pursuant to each Tender Offer and accepted for purchase will be accepted in agreement with the applicable acceptance precedence situations set forth in Table I, Table II or Table III over, as applicable (the “ Acceptance Priority Situations”), and may be subject to proration, all as further completely described herein and in the Offer to Buy.

A separate instruction must be submitted for each salutary proprietor of Securities due to possible proration.
Holders( the “ Holders”) of the Securities that are validly proffered at or before 500p.m., New York City time, on November 24, 2021, unless extended by GE in respect of any of the Tender Offers ( similar date and time, as the same may be extended with respect to any of the Tender Offers, the applicable “ Early Participation Date”), and not latterly validly withdrawn, and accepted for purchase will admit the applicable Total Consideration (as defined below) for their Securities, which includes the applicable early participation quantum for the applicable series of Securities set forth in Table I, Table II or Table III over, as applicable (the applicable “ Early Participation Quantum”), together with any accrued and overdue interest on the Securities from, and including, the most recent interest payment date previous to the applicable Payment Date up to, but not including, the applicable Payment Date (“ Accrued Interest”). Holders validly extending their Securities after the applicable Early Participation Date but before the applicable Expiration Date will only be eligible to admit the applicable “ Late Tender Offer Consideration,” which is equal to the applicable Total Consideration minus the applicable Early Participation Quantum, together with any Accrued Interest.
Each Tender Offer is subject to certain conditions. Subject to GE’s right to terminate any of the Tender Offers, and subject to the applicable Maximum Quantum, the applicable Acceptance Priority Situations and proration, GE will buy (i) the Securities that have been validly proffered (and not latterly validly withdrawn) at or before the applicable Early Participation Date, subject to all conditions to the applicable Tender Offer having been satisfied or waived by GE, instantly following the applicable Early Participation Date (the date of similar purchase, which is anticipated to be the fourth business day following the applicable Early Participation Date, the “ Early Payment Date”) and (ii) the Securities that have been validly proffered after the applicable Early Participation Date but at or before the applicable Expiration Date, subject to all conditions to the applicable Tender Offer having been satisfied or waived by GE, instantly following the applicable Expiration Date (the date of similar purchase, which is anticipated to be the third business day following the applicable Expiration Date, the “ Final Payment Date,” and together with the applicable Early Payment Date, each a “ Payment Date”).

With respect to each Tender Offer, the Securities accepted for purchase will be accepted in agreement with their Acceptance Priority Situations (with 1 being the loftiest Acceptance Priority Level and 19 being the smallest Acceptance Priority Level for the Pool One Tender Offer, with 1 being the loftiest Acceptance Priority Level and 19 being the smallest Acceptance Priority Level for the Pool Two Tender Offer and with 1 being the loftiest Acceptance Priority Level and 15 being the smallest Acceptance Priority Level for the Pool Three Tender Offer), subject to the limitations that (i) the aggregate star quantum of Securities to be accepted in the Pool One Tender Offer won’t exceed the Pool One Maximum Quantum, (ii) the aggregate star quantum of Securities to be accepted in the Pool Two Tender Offer won’t exceed the Pool Two Maximum Quantum and (iii) the aggregate star quantum of Securities to be accepted in the Pool Three Tender Offer won’t exceed the Pool Three Maximum Quantum.