Buckeye Partners begins cash tender offer for subordinated notes due 2078

By Mary-Katherine Stinson

Lexington, Ky., Dec. 8 – Buckeye Partners LP began a cash tender offer for any and all its $297,001,000 outstanding junior subordinated notes (Cusip: 118230AS0) due 2078, according to a press release.

The company is offering $860 for each $1,000 principal amount of notes tendered which includes an early tender payment of $50 for each $1,000 of principal.

Those who tender after the early deadline will receive $810 for each $1,000 of principal. They will not receive the early tender payment.

Accrued interest will also be paid in both cases.

Buckeye is also soliciting consents from noteholders to adopt amendments that would eliminate substantially all the restrictive covenants and related provisions contained in the indenture.

Noteholders may not tender their notes without consenting to the amendments. Likewise, holders who revoke their consents would withdraw their previously tendered notes.

Holders of notes of a majority of the outstanding principal amount, not including notes owned by Buckeye or its affiliates, must consent to the proposal to enact the amendments. However, the tender offer is not conditioned on receiving the necessary consents.

The tender offer is conditioned upon the satisfaction or waiver of certain conditions which are more fully described in the offer to purchase.

The early expiration time, as well as the withdrawal deadline, is 5 p.m. ET on Dec. 21.

Early settlement is expected to be within three business days after the early expiration time, or as promptly as practicable.

The offer will expire at 11:59 p.m. ET on Jan. 6.

Credit Suisse Securities (USA) LLC (800 820-1653, 212 325-7823, americas.LM@credit-suisse.com) is acting as dealer manager and solicitation agent.

D.F. King & Co., Inc. (866 620-9554, 212 232-3233, buckeye@dfking.com) is the information agent.

Buckeye is a liquid petroleum products pipeline operator based in Houston.

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