Suburban Propane gets needed consents to amend 7½% notes due 2018

By Marisa Wong

Madison, Wis., May 27 - Suburban Propane Partners, LP and Suburban Energy Finance Corp. announced that holders of $385,809,000, or 77.7%, of their $496,557,000 principal amount of 7½% senior notes due 2018 had delivered consents to amend the notes as of 5 p.m. ET on May 23.

After receiving the needed consents from a majority of the outstanding notes, the issuers entered into a supplemental indenture effecting the amendments, which eliminate substantially all of the restrictive covenants and some events of default and related provisions contained in the indenture governing the notes.

The companies began the cash tender offer to purchase any and all of the 7½% notes and related consent solicitation on May 12.

Tenders and consents may no longer be withdrawn or revoked.

The offer will expire at 11:59 p.m. ET on June 9.

As previously announced, the total purchase price is $1,061.35 for each $1,000 principal amount of notes tendered by the May 23 consent date. The total amount includes a consent payment of $30.00 per $1,000 principal amount of notes.

Those who tender after the consent date will receive $1,031.35 per $1,000 of notes.

Holders also will receive accrued interest up to but excluding the applicable settlement date.

The offer includes an early settlement option, so holders who tendered their notes by the consent date could receive payment as early as Tuesday, the company said.

The final settlement date will be June 10.

As noted before, the offer is conditioned on the company securing the needed consents to amend the notes and the completion of a new senior debt offering.

The company announced on May 12 that it priced $525 million of 5½% senior notes due 2024, which are expected to settle on Tuesday.

Wells Fargo Securities, LLC (866 309-6316 and 704 410-4760 collect) is the dealer manager. D.F. King & Co., Inc. (800 549-6697 and 212 269-5550 collect or sph@dfking.com) is the information agent.

Suburban Propane is a Whippany, N.J.-based retail marketer and distributor of propane, fuel oil and refined fuels.

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