Energy Transfer gets tenders for majority of Southern Union notes

By Angela McDaniels

Tacoma, Wash., June 20 - Energy Transfer Partners, LP released the results of its exchange offers and consent solicitations for subsidiary Southern Union Co.'s 7.6% senior notes due 2024, 8.25% senior notes due 2029 and junior subordinated notes due 2066.

Holders tendered 77% of the 7.6% notes, 89% of the 8.25% notes and 91% of the junior subordinated notes, according to a company news release.

The offers began May 16 and ended at 11:59 p.m. ET on June 19. The settlement date is expected to be June 21.

In exchange for the 7.6% notes, 8.25% notes and junior subordinated notes, holders were offered new 7.6% senior notes due 2024, 8.25% senior notes due 2029 and floating-rate junior subordinated notes due 2066, respectively, each with registration rights and issued by Energy Transfer Partners.

For each $1,000 principal amount of notes exchanged, holders will receive an equal amount of new notes. In addition, holders of 7.6% notes and 8.25% notes will receive $2.426 cash per note.

Energy Transfer Partners also solicited consents to amend the indentures governing the notes to remove substantially all of the restrictive covenants and some events of defaults and to modify some provisions.

Enough consents have been received to make the amendments.

Offers amended

On June 6, Energy Transfer extended the offer expiration from 11:59 p.m. ET on June 13 and amended them so that all holders who tendered by the expiration date will receive the exchange consideration plus an early participation premium. Previously, holders had to tender by 5 p.m. ET on May 30 to receive the early participation premium.

In addition, Energy Transfer Partners decided to offer an additional $1.32 million as a consent payment to be allocated pro rata among all holders who tendered their 7.6% notes and 8.25% notes by the expiration date.

The consent payment per $1,000 principal amount of senior notes tendered equals the product of $2.00 multiplied by the quotient of (a) $660 million (the outstanding principal amount of the senior notes) divided by (b) the aggregate principal amount of senior notes tendered by the expiration date.

The offers for the senior notes were subject to the receipt of consents from the holders of at least a majority of both series of the senior notes. The offer for the junior subordinated notes was subject to the receipt of consents from the holders of at least a majority of each series of existing notes.

The new notes were offered only to qualified institutional buyers under Rule 144A of the Securities Act or persons other than "U.S. persons" under Regulation S of the Securities Act.

The information agent was D.F. King & Co., Inc. (800 967-4607, 212 269-5550 or www.dfking.com/ETP).

Energy Transfer Partners is a Dallas-based master limited partnership that owns and operates energy assets.

© 2015 Prospect News.
All content on this website is protected by copyright law in the U.S. and elsewhere. For the use of the person downloading only.
Redistribution and copying are prohibited by law without written permission in advance from Prospect News.
Redistribution or copying includes e-mailing, printing multiple copies or any other form of reproduction.