Nicor Gas gets consents to remove SEC filing condition under bonds

By Susanna Moon

Chicago, Oct. 26 - Northern Illinois Gas Co. said it received the needed consents to amend several series of bonds to remove the requirement that the company file periodic reports with the Securities and Exchange Commission.

Nicor Gas sought to replace this requirement with a one that, if it is not otherwise required to file periodic reports with the SEC, will make available certain financial information to holders and potential purchasers of the notes, according to a previous press release by parent company AGL Resources Inc.

As previously noted, the company will pay a consent fee of $1.25 per $1,000 of principal amount.

Covered by the solicitation were the company's 6.58% first mortgage bonds due 2028, 7.2% first mortgage bonds due 2016, 5.8% first mortgage bonds due 2023, 5.9% first mortgage bonds due 2032 and 5.9% first mortgage bonds due 2033.

In addition to the notes, there were outstanding under the indenture, known as the private notes, the 5.85% first mortgage bonds due 2036, 6.25% first mortgage bonds due 2038, 4.7% first mortgage bonds due 2019 and 2.86% first mortgage bonds due 2016 of Nicor Gas.

The consent solicitation ended at 5 p.m. ET on Oct. 25, and the company began the solicitation on Oct. 18 from holders of record as of 5 p.m. ET on Oct. 18.

The proposed amendment required the consent of the holders of at least 66 2/3% principal amount, or about $333.34 million, of the first mortgage bonds outstanding, which required the consent of at least a portion of the holders of the private notes, the previous release noted.

Nicor Gas previously began a separate consent solicitation for the private notes. As of the expiration of that consent solicitation, Nicor Gas received the consent of holders of all $250 million principal amount of the private notes. Therefore, Nicor Gas only needed to obtain consents of holders of about $83.34 million of notes in order to achieve the required consents.

D.F. King & Co., Inc. (800 290-6429) is the information and tabulation agent. J.P. Morgan Securities LLC (212 834-3917) is the solicitation agent.

Nicor Gas and AGL Resources are natural gas distributors based in Naperville, Ill., and Atlanta, respectively. AGL Resources acquired Nicor Gas' parent company, Nicor Inc., on Dec. 9, 2011.

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