PSEG Commences Private Exchange Offer and Consent Solicitation for 8 5/8% Senior Notes of PSEG Power LLC

Public Service Enterprise Group Incorporated (NYSE: PEG) ("PSEG") announced today that it is commencing a private exchange offer (the "Exchange Offer") and related consent solicitation (the "Consent Solicitation") with respect to the 8 58% senior notes due 2031 of PSEG Power LLC (PSEG Power LLC, "PSEG Power" and such notes, the "Power Notes").

Pursuant to the Exchange Offer, PSEG is offering to issue, in a private offering to eligible noteholders, and for the consideration set forth in the table below, new notes (the "PSEG Notes") in exchange for any and all (to the extent held by eligible noteholders) of the $500 million aggregate principal amount of the outstanding Power Notes. In addition, pursuant to the Consent Solicitation, PSEG is soliciting consents from the eligible noteholders to amend the Power Notes and related indenture under which they were issued as it relates to the Power Notes (the "Subsidiary Indenture").

CUSIP	Issuer	Aggregate Principal Amount Outstanding	Title of Power Notes	Consideration per $1,000 Principal Amount of Power Notes Tendered
				Tendered After Early Tender Deadline	Tendered by Early Tender Deadline
				Principal Amount of PSEG Notes Issued	Principal Amount of PSEG Notes Issued
69362BAJ1	PSEG Power	$500,000,000	8 ⁵ / ₈ % Senior Notes due 2031	$970	$1,000

The Exchange Offer and Consent Solicitation are being made upon the terms and subject to the conditions set forth in an Offer to Exchange and Consent Solicitation Statement dated November 23, 2020 (the "Offer to Exchange"), copies of which will be made available to holders of the Power Notes eligible to participate in the Exchange Offer. The Exchange Offer and Consent Solicitation will expire at 11:59 p.m. , New York City time, on December 21, 2020 , unless such date is extended (such time and date, as they may be extended, the "Expiration Time") or earlier terminated. Tendered Power Notes may not be withdrawn and consents may not be revoked after 5:00 p.m. , New York City time, on December 7, 2020 , except as required by applicable law. PSEG reserves the right to terminate, withdraw, amend and/or extend the Exchange Offer and Consent Solicitation in its sole discretion, subject to the terms and conditions set forth in the Offer to Exchange.

Upon the terms and subject to the conditions set forth in the Offer to Exchange, each eligible noteholder exchanging Power Notes in the Exchange Offer will receive, in exchange for the Power Notes validly tendered and not validly withdrawn, newly issued PSEG Notes having the same interest payment and maturity dates and interest rate as the Power Notes exchanged. Eligible noteholders who validly tender and do not validly withdraw their tendered Power Notes by 5:00 p.m., New York City time, on December 7, 2020 (such time and date, as they may be extended, the "Early Tender Deadline") will receive, upon the terms and subject to the conditions set forth in the Offer to Exchange, PSEG Notes in the same principal amount as the Power Notes tendered therefor. Eligible noteholders who validly tender their Power Notes after the Early Tender Deadline, but on or prior to the Expiration Time, will receive $970 principal amount of the PSEG Notes per $1,000 principal amount of Power Notes validly tendered (the "Exchange Consideration"). Settlement of the Exchange Offer is expected to occur on or about December 23, 2020 , unless PSEG extends the Expiration Time or terminates the Exchange Offer. Interest on each PSEG Note will accrue from (and including) October 15, 2020 , the last interest payment date on which interest was paid on the Power Note tendered in exchange for such PSEG Note, and, accordingly, no accrued interest will be paid on the settlement date in respect of Power Notes accepted for exchange, except as set forth in the Offer to Exchange with respect to cash paid in lieu of PSEG Notes not delivered.

The PSEG Notes will be issued in minimum denominations of $2,000 and integral multiples of $1,000 in excess thereof. If the principal amount of PSEG Notes validly tendered that would otherwise be required to be delivered in exchange for a tender of Power Notes would not equal $2,000 or an integral multiple of $1,000 in excess thereof, it will be rounded down to $2,000 or the nearest integral multiple of $1,000 in excess thereof, and PSEG will pay cash equal to the remaining portion of the Exchange Consideration for such Power Notes plus accrued and unpaid interest with respect to that portion. No tender of Power Notes will be accepted, however, if it would result in the issuance of less than $2,000 principal amount of PSEG Notes.

PSEG's obligation to accept and exchange the Power Notes validly tendered pursuant to the Exchange Offer is subject to customary conditions, as set forth in the Offer to Exchange. The Exchange Offer and Consent Solicitation are not conditioned upon the tender of any minimum aggregate principal amount of the Power Notes being validly tendered for exchange or the receipt of the requisite consents in the Consent Solicitation to adopt the proposed amendments.

In the Consent Solicitation, PSEG is soliciting the consents of the eligible noteholders to amend the Power Notes and the Subsidiary Indenture with respect to the Power Notes to eliminate substantially all of the restrictive covenants and certain of the other covenants and events of default. Consents of the holders of not less than a majority in aggregate principal amount of all outstanding Power Notes must be obtained for the amendments to the Power Notes and the Subsidiary Indenture with respect to the Power Notes to be effective. Eligible noteholders validly tendering their Power Notes will be deemed to have validly delivered consents to the proposed amendments with respect to such tendered Power Notes. Eligible noteholders will not be permitted to tender their Power Notes without delivering consents or to deliver consents without tendering their Power Notes.

This press release is issued pursuant to Rule 135c under the Securities Act of 1933, as amended (the "Securities Act"). This press release is neither an offer to sell nor the solicitation of an offer to buy the PSEG Notes or any other securities and shall not constitute an offer, solicitation or sale in any jurisdiction in which, or to any person to whom, such an offer, solicitation or sale is unlawful. The Exchange Offer has not been and will not initially be registered under the Securities Act, or the securities laws of any other jurisdiction. The PSEG Notes will be issued in reliance upon exemptions from, or in transactions not subject to, registration under the Securities Act. The PSEG Notes will be offered for exchange only (1) to qualified institutional buyers as defined in Rule 144A under the Securities Act in reliance on the exemption provided by Section 4(a)(2) of the Securities Act and (2) outside the United States to persons other than U.S. persons (each as defined in Rule 902 under the Securities Act) in reliance upon Regulation S under the Securities Act and (3) in any Relevant Member State (any member state of the European Economic Area) or in the United Kingdom , to persons who are qualified investors (as defined in Regulation (EU) 2017/1129). The PSEG Notes may not be offered, sold, pledged or otherwise transferred in the United States absent registration or an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and other applicable securities laws.

The Exchange Offer and Consent Solicitation are being made only pursuant to the Offer to Exchange. The Offer to Exchange and other documents relating to the Exchange Offer and Consent Solicitation will be distributed only to holders who confirm that they are within the categories of eligible participants in the Exchange Offer. None of PSEG, PSEG Power, PSEG's other subsidiaries, any of their respective directors or officers, the dealer managers and solicitation agents, the exchange agent, the information agent, any trustee for the PSEG Notes or the Power Notes, their respective affiliates, or any other person is making any recommendation as to whether holders should tender their Power Notes in the Exchange Offer.

Holders who desire a copy of the eligibility letter should contact Global Bondholder Services Corporation, the information agent for the Exchange Offer and Consent Solicitation, at (866) 470-3800 (U.S. Toll-free). Banks and brokers should call (212) 430-3774. The eligibility letter may also be found here: https://gbsc-usa.com/eligibility/pseg. Global Bondholder Services Corporation will also provide copies of the Offer to Exchange to eligible noteholders.

In connection with the Exchange Offer and as described in greater detail in the Offer to Exchange, PSEG will enter into a registration rights agreement, pursuant to which PSEG will be obligated to use commercially reasonable efforts to file with the U.S. Securities and Exchange Commission (the "SEC") and cause to become effective a registration statement with respect to an offer to exchange the PSEG Notes for new notes and to use commercially reasonable efforts to file a shelf registration statement to cover resales of the PSEG Notes under the Securities Act in the event that PSEG determines that a registered exchange offer is not available or may not be completed.

This press release, the Offer to Exchange and any other documents or materials relating to the Exchange Offer and Consent Solicitation may only be communicated to persons in the United Kingdom in circumstances where Section 21 of the Financial Services and Markets Act 2000 (the "FSMA") does not apply. Accordingly, this press release and the Offer to Exchange are only for circulation to (i) persons who are outside the United Kingdom , (ii) investment professionals falling within Article 19(5) of the FSMA (Financial Promotion) Order 2005, as amended (the "Financial Promotion Order"), (iii) high net worth entities, and other persons to whom the communication may lawfully be communicated, falling within Article 49(2)(a) to (d) of the Financial Promotion Order, (iv) persons falling within Article 43(2) of the Financial Promotion Order, or (v) other persons to whom an invitation or inducement to engage in investment activity (within the meaning of Section 21 of the FSMA) in connection with the communication may otherwise lawfully be communicated or caused to be communicated (all such persons together being referred to for purposes of this paragraph as "relevant persons"). The PSEG Notes will only be available to, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire such PSEG Notes will be engaged in only with, relevant persons. Any person who is not a relevant person should not act or rely on the Offer to Exchange or any of its contents and may not participate in the Exchange Offer.

The complete terms and conditions of the Exchange Offer and Consent Solicitation are set forth in the Offer to Exchange. The Exchange Offer is only being made pursuant to the Offer to Exchange. The Exchange Offer is not being made to holders of Power Notes in any jurisdiction in which the making or acceptance thereof would not be in compliance with the securities, blue sky or other laws of such jurisdiction. The Exchange Offer has not been approved or disapproved by any regulatory authority, nor has any such authority passed upon the accuracy or adequacy of the Offer to Exchange.

About PSEG

Public Service Enterprise Group Inc. (PSEG) (NYSE: PEG) is a publicly traded diversified energy company with approximately 13,000 employees. Headquartered in Newark, N.J. , PSEG's principal operating subsidiaries are: Public Service Electric and Gas Co. (PSE&G), PSEG Power and PSEG Long Island. PSEG is a Fortune 500 company included in the S&P 500 Index and has been named to the Dow Jones Sustainability Index for North America for 13 consecutive years.

Forward-Looking Statement

This press release may contain statements about our and our subsidiaries' future performance, including, without limitation, future revenues, earnings, strategies, prospects, consequences and all other statements that are not purely historical that constitute "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from those anticipated. Such forward-looking statements are based on management's beliefs as well as assumptions made by and information currently available to management. When used herein, the words "anticipate," "intend," "estimate," "believe," "expect," "plan," "should," "hypothetical," "potential," "forecast," "project," variations of such words and similar expressions are intended to identify forward-looking statements. Factors that may cause actual results to differ materially are often presented by the forward-looking statements themselves. Other factors that could cause actual results to differ materially from those contemplated in any forward-looking statements made by us herein are discussed in filings we make with the SEC, including our Annual Report on Form 10-K and subsequent reports on Form 10-Q and Form 8-K.

CONTACTS:

Investor Relations
Carlotta.Chan@pseg.com
973-430-6565

Media Relations
Marijke.Shugrue@pseg.com
908-531-4253

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SOURCE PSEG

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TOPIC: Oil Natural Gas & Energy OILENERG NATGAS02 Oil and Gas Investing

BPH Energy Limited Quarterly Activities Report

Perth, Australia (ABN Newswire) - On 2 August 2022 BPH Energy Limited (ASX:BPH) announced that, following its shareholders' meeting on 21 June 2022 at which shareholders voted unanimously to approve an investment in hydrogen technology company Clean Hydrogen Technologies Corporation ("Clean Hydrogen" or "Vendor" or "Borrower"), BPH and its investee Advent Energy Ltd ("Advent" or "Lender"), together the "Purchasers", settled for the acquisition of a 10% interest in Clean Hydrogen for US$1,000,000 ("Cash Consideration") (8% BPH and 2 % Advent).

The Purchasers had a first right of refusal to invest further in Clean Hydrogen to a maximum of a further US$1,000,000 for an additional 10% interest. The Purchasers loaned a further US$950,000 ("Additional Cash Consideration") under this agreement and the Purchasers and Clean Hydrogen have executed a Loan Conversion Agreement, which once implemented, will enable the conversion of the US$950,000 loan into the relevant Subscription Shares Tranche 2, representing the Purchasers further 9.5% interest in Clean Hydrogen. BPH now has an interest of 15.6% and Advent has an interest of 3.9% interest in Clean Hydrogen.

As at the date of this Quarterly Report, the contemplated securities under the Loan Conversion Agreement have not been issued to the Purchasers, however, the Purchasers have an entitlement to these securities under the relevant Loan Conversion Agreement. For the reasons set out below, BPH will seek approval from its shareholders for the proposed issue of shares in Clean Hydrogen to BPH, in satisfaction of a debt owing from Advent energy Limited to BPH (Debt Forgiveness).

The ASX Listings Committee ('LC') considered the application of Listing Rule 10.1 to the proposed Debt Forgiveness. . The LC resolved that ASX would exercise its discretion such that Listing Rule 10.1 applies to the Debt Forgiveness.

In forming this decision, ASX had regard to the following:

1. In March 2022 ASX advised BPH that, should it seek to increase its shareholding in Advent, whether it be by way of maintaining its current percentage interest in the event Advent undertook a capital raising, increasing its percentage interest, or by way of a debt for equity conversion, BPH must approach ASX regarding the potential application of Listing Rule 10.1.5.

2. In December 2023, Advent lodged a disclosure document with ASIC in the form of an Offer Information Statement for its Entitlement Issue which contained disclosure regarding the discharge of funds loaned to it by BPH in exchange for the issue of equity shares in CHT to BPH. BPH did not approach ASX for determination on the application of Listing Rule 10.1.5 to this transaction.

3. In view of ASX having previously advised BPH to approach ASX in relation to any transactions between itself and Advent including any debt to equity conversion, and BPH having failed to do so in this instance, ASX has exercised its discretion to apply Listing Rule 10.1.5 to the issue of CHT shares to BPH in satisfaction of the debt owing to BPH by Advent. The forgiveness of debt may be a transfer in value from BPH to Advent.

ASX has not been provided with sufficient information to conclude there is no possible transfer in value therefore ASX considers that Listing Rule 10.1.5 applies to the debt conversion/forgiveness.

As a result of ASX's decision to exercise its discretion under Listing Rule 10.1, BPH must seek shareholder approval for the Loan Conversion Agreement dated 10 October 2023 that has been executed between itself, Advent and Clean Hydrogen. The Company is in the process of preparing a Notice of Meeting which will be released as soon as possible. The Company anticipates that the shareholder meeting to approve the Loan Conversion will be held in August 2024.

For clarity, BPH will not and has not increased its shareholding in Advent as a result of the Debt Forgiveness.

Clean Hydrogen have issued 760 share options to BPH and 190 share options to Advent, with an exercise price of USD$3,000 each, exercisable immediately, with the option to convert into shares in Clean Hydrogen expiring ten years from the date of issue. During the Quarter BPH exercised 24 of these options by paying Clean Hydrogen a total exercise price of US$72,000.

The parties acknowledge and agree that the Cash Consideration and Additional Cash Consideration shall be used by Clean Hydrogen to design, build, produce and test a reactor that can produce a minimum of 3.2kgs and as high as 15kgs of hydrogen per hour and to submit at least 2 new patents in an agreed geography, relevant to the production of hydrogen from proprietary technology.

Capital

On 13 May 2024 the Company announced a Placement ("Placement") to raise $1 million by the issue of 50,000,000 fully paid ordinary shares at an issue price of $0.02 per share together with a 1 for 2 free listed option, being 25,000,000 listed options with an exercise price of $0.03 each and expiry 30 September 2024. The Placement offer price of $0.02 per share represents a 16.7% discount to BPH's closing price of $0.024 per share on Thursday, 9 May 2024, and a 16.7 % discount to the 10-day VWAP of $0.024 per share.

The Placement proceeds are proposed to be used as follows: (i) $0.75 million - funding for exploration and development of oil and gas investments. (ii) $0.1 million - for working capital, including costs of the offer; and (iii) $0.15 million - funding for Cortical Dynamics. In addition, a total of 12,000,000 listed options with an exercise price of $0.03 each and expiry 30 September 2024 (BHPOB) were issued to the joint Lead Managers (Oakley Capital Partners Pty Limited and Sixty-Two Capital) for the Placement.

Significant activities by the Company's investees' during the June 2024 quarter were as follows:

Advent Energy Limited ("Advent") (BPH 35.8% direct interest)

PEP 11 Permit

Advent Energy Limited's (BPH 35.8% direct interest) 100% subsidiary Asset Energy Pty Ltd is a participant in the PEP11 Joint Venture with partner Bounty Oil and Gas NL (ASX:BUY). PEP 11 interests are:

Advent Energy 85 % / Bounty Oil and Gas 15%

Asset continues to progress the joint venture's applications for the variation and suspension of work program conditions and related extension of PEP-11. This application follows from the fact that in February 2023 a decision by the previous Commonwealth-NSW Joint Authority to refuse the application was quashed by the Federal Court of Australia. Asset has provided additional updated information to the Commonwealth-NSW Joint Authority and the National Offshore Petroleum Titles Administrator ("NOPTA") in relation to its applications.

On 9 October 2023 NOPTA updated their website whereby the NEATS Public Portal Application Tracking has been updated to show Asset Energy's applications' status is now 'Under Assessment'.

The Company understands that the next step in the application process is for the Joint Authority to make its decision on Asset Energy's applications.

While the applications for the variation and suspension of work program conditions and related extension of PEP-11 are being considered by NOPTA, Asset is investigating the availability of a mobile offshore drilling unit to drill the proposed Seablue-1 well on the Baleen prospect which would take approximately thirty-five days to complete. Asset is in communication with drilling contractors and other operators who have recently contracted rigs for work in the Australian offshore.

The Joint Authority decision is a routine administrative decision. Any future authorisation related to drilling will require environmental approvals. Any issues around community or environmental impacts should be transparently managed by the designated independent expert regulator.

Asset have engaged Klarite Pty Ltd (Klarite) to initiate environmental management of the Seablue1 exploration well, due to be drilled in PEP 11, pending the current application for licence variation, suspension and extension (Application), regulatory approvals and rig availability. Klarite are a Perth based turnkey environmental consultancy specialising in offshore development in Australia, who recently prepared a detailed Environmental Approvals Strategy for the Seablue-1 exploration drilling activity for Asset. Due to the critical need for new domestic supplies of gas as stated in the Federal Government's Future Gas Strategy (see below), Asset have decided to commence work necessary for environmental approvals in advance of the PEP 11 licence Application approval, in order to be prepared to drill the Seablue-1 well as soon as possible thereafter. Klarite will develop an Environmental Management process which will define Asset's consultation and negotiation basis with relevant persons and assess environmental impacts.

The Federal Government Future Gas Strategy (FGS) and supporting documents were released by Minister for Resources Madeleine King on 9 May 2024. The FGS confirms that that gas will have a role to play in the transition to net zero by 2050 and beyond. The FGS states that exploration and development should focus on optimising discoveries and infrastructure in producing basins where gas will be proximal to where it is needed and will be lower cost than relying on LNG imports.

Offshore gas exploration in Australia has been undertaken safely and environmentally responsibly for more than 50 years.

The fact remains that NSW and Australia more broadly face a gas supply shortfall within the next three years, and gas will play a vital role in the clean energy transition.

PEP-11 continues in force and the Joint Venture is in compliance with the contractual terms of PEP11 with respect to such matters as reporting, payment of rents and the various provisions of the Offshore Petroleum and Greenhouse Gas Storage Act 2006 (Cth).

RL1 (Norther Territory)

On 3 May 2024 the Company announced that Advent has been offered a renewal of Retention Licence 1 (RL1) by the Northern Territory Government for a five-year term which it has accepted.

Advent, through its wholly owned subsidiary Onshore Energy Pty Ltd, holds a 100 % interest in RL1 and is operator of the Retention Licence in the onshore Bonaparte Basin in northern Australia. The Bonaparte Basin is a highly prospective, petroliferous basin, with significant prospective potential for reserves of oil and gas. Most of the basin is located offshore, covering 250,000 square kilometres, compared to just over 20,000 square kilometres onshore and is recognized as one of Australia's most prolific offshore hydrocarbon producing basin (after the Northern Carnarvon and Gippsland basins). Retention Licence RL1 in the Northern Territory is 166 square kilometres in area and covers the Weaber Gas Field, originally discovered in 1985.

Cortical Dynamics Limited ("Cortical") (BPH 16.4% direct interest)

Investee Cortical Dynamics Limited is an Australian based medical device neurotechnology company that is developing BARM(TM), an industry leading EEG (electrical activity) brain function monitor. BARM(TM) is being developed to better detect the effect of anaesthetic agents on brain activity under a general operation, aiding anaesthetists in keeping patients optimally anaesthetised, and complemented by CORDYAN(TM) (Cortical Dynamics Analytics), a proprietary deep learning system/App focusing on anaesthesiology.

The Australian manufactured and designed, electroencephalographically based (EEG-based), BARM(TM) system is configured to efficiently image and display complex information related to the clinically relevant state of the brain. When commercialized the BARM(TM) system will be offered on a stand-alone basis or integrated into leading brand operating room monitors as "plug and play" option.

There were no significant activities in Cortical to report during the Quarter.

Item 1 and 2 details of payments to / receipts from related parties (Appendix 4C)

Line 6.1 outflow of $59,000: $29,470 paid to directors as remuneration and net $29,958 fees paid to Grandbridge Limited.

Line 6.2 outflow of $801,000: Loans to the following companies:
Advent Energy Limited $405,000 paid
Cortical Dynamics Limited: $400,000 paid
Grandbridge Limited: $4,000 received

*To view the full Quarterly Report, please visit:
https://abnnewswire.net/lnk/KQ75D046

About BPH Energy Limited:

BPH Energy Limited (ASX:BPH) is an Australian Securities Exchange listed company developing biomedical research and technologies within Australian Universities and Hospital Institutes.

The company provides early stage funding, project management and commercialisation strategies for a direct collaboration, a spin out company or to secure a license.

BPH provides funding for commercial strategies for proof of concept, research and product development, whilst the institutional partner provides infrastructure and the core scientific expertise.

BPH currently partners with several academic institutions including The Harry Perkins Institute for Medical Research and Swinburne University of Technology (SUT).

Source:
BPH Energy Limited

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PSEG Commences Private Exchange Offer and Consent Solicitation for 8 5/8% Senior Notes of PSEG Power LLC

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