MPLX gets consents needed to amend Andeavor Logistics, Tesoro notes

By Angela McDaniels

Tacoma, Wash., Sept. 6 – MPLX LP has received enough consents to amend the indentures governing six series of notes issued by wholly owned subsidiaries Andeavor Logistics LP and Tesoro Logistics Finance Corp., according to a company news release.

The amendments will eliminate certain covenants, restrictive provisions, events of default and the requirement for subsidiaries to make guarantees in the future.

As previously reported, the consent solicitations began Aug. 22 concurrently with exchange offers for the notes. MPLX is offering up to $3.25 billion of new notes and cash.

The offers expire at midnight ET at the end of the day on Sept. 19, and the settlement date is expected to be Sept. 23.

The early tender deadline was 5 p.m. ET on Sept. 5. As of that time, holders had tendered and granted consents for the following:

• $266,212,000 principal amount, or 88.74%, of the issuers’ $300 million 6.25% notes due Oct. 15, 2022;

• $484,237,000 principal amount, or 96.85%, of their $500 million 3.5% notes due Dec. 1, 2022;

• $380,475,000 principal amount, or 84.55%, of their $450 million 6.375% notes due May 1, 2024;

• $707,428,000 principal amount, or 94.32%, of their $750 million 5.25% notes due Jan. 15, 2025;

• $731,502,000 principal amount, or 97.53%, of their $750 million of 4.25% notes due Dec. 1, 2027; and

• $486,502,000 principal amount, or 97.30%, of their $500 million 5.2% notes due Dec. 1, 2047.

Per $1,000 principal amount of existing notes, the total consideration is $1,000 principal amount of new notes issued by MPLX with the same coupon and maturity date and $1 in cash.

The total consideration will be paid to holders who tendered by the early tender deadline and includes an early tender premium of $30 principal amount of new notes per $1,000 principal amount of existing notes.

Each exchange offer and consent solicitation is conditioned upon the completion of the other exchange offers and consent solicitations, although MPLX may waive the conditions. Any waiver of a condition by MPLX with respect to an exchange offer will automatically waive such condition with respect to the corresponding consent solicitation.

Andeavor also has $500 million of 5.5% notes that mature in October. MPLX plans to issue new debt to repay those notes at maturity and to repay a portion of debt outstanding under its revolving credit facility and/or the intercompany loan with Marathon Petroleum Corp. and for general partnership purposes, according to a news release.

Global Bondholder Services Corp. (866 924-2200 or 212 430-3774) is the exchange agent and information agent.

MPLX is a Findlay, Ohio-based owner, operator and developer of crude oil pipeline and midstream assets.

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