WHIPPANY, N.J., Feb. 25, 2015 /PRNewswire/ -- Suburban Propane
Partners, L.P. (NYSE: SPH) ("Suburban Propane"), a nationwide
distributor of propane, fuel oil and related products and services,
as well as a marketer of natural gas and electricity, and Suburban
Energy Finance Corp. (the "Corporation" and, together with Suburban
Propane, "Suburban") announced that, effective February 25, 2015, $250,000,000 aggregate principal amount of
Suburban's 5.750% senior notes due 2025 (the "2025 Notes") were
issued under an indenture for senior debt securities, dated as of
May 27, 2014, as supplemented by the
second supplemental indenture, dated as of February 25, 2015, with The Bank of New York
Mellon, as trustee (the "Trustee"). In addition, pursuant to
the previously announced offer of Suburban to purchase any and all
of the $250,000,000 aggregate
principal amount of their outstanding 7-3/8 % Senior Notes due 2020
with CUSIP number 864486AC9 (the "2020 Notes") and related
solicitation of consents (together, the "Offer") to certain
proposed amendments to the indenture governing the 2020 Notes (the
"Consents"), $225,092,000 (90.04%)
aggregate principal amount of 2020 Notes (and related Consents),
which were validly tendered and not validly withdrawn as of
5:00 p.m., New York City time, on February 24, 2015 (the "Consent Payment
Deadline") received payment on February 25,
2015 in accordance with the terms of the Offer (the "Initial
Payment Date").
The Offer will expire at 11:59
P.M., New York City time,
on March 10, 2015, unless extended
(such date and time, as the same may be extended, the "Expiration
Date"). Holders who validly tender their 2020 Notes after the
Consent Payment Deadline, but on or prior to the Expiration Date
will be entitled to receive $1,011.68
for each $1,000 principal amount of
2020 Notes accepted for purchase, which amount is equal to the
total consideration less the consent payment. Accrued and
unpaid interest, up to, but not including, the applicable
settlement date will be paid in cash on all validly tendered and
accepted 2020 Notes. The settlement date with respect to all
tendered and accepted 2020 Notes not settled at the Initial Payment
Date is expected to be March 11,
2015, or promptly thereafter.
Effective as of February 25, 2015,
Suburban has satisfied and discharged the indenture governing the
2020 Notes in accordance with its terms. In connection with such
satisfaction and discharge, Suburban has deposited sufficient funds
with the Trustee to redeem, on March 15,
2015, any and all of the 2020 Notes that were not tendered
and validly accepted prior to the Expiration Date or that were
tendered and validly withdrawn prior to the Expiration Date. The
redemption price for the 2020 Notes will be 103.688% of the
principal amount thereof, plus any accrued and unpaid interest up
to, but not including, the date of redemption. The notice of
redemption will be sent to registered holders of the 2020 Notes on
or about March 11, 2015. 2020
Notes are to be surrendered to The Bank of New York Mellon, as
trustee and paying agent, in exchange for payment of the redemption
price. Questions relating to, and requests for additional
copies of, the notice of redemption should be directed to Corporate
Trust Department, 525 William Penn Place, 38th Floor,
Pittsburgh, PA 15259.
Net proceeds received by Suburban from the offering of the 2025
Notes (the "Offering"), together with cash on hand, will be applied
to payments in respect of the Offer and to the satisfaction and
discharge of the 2020 Notes.
In connection with the Offer, Suburban has retained Wells Fargo
Securities, LLC as the dealer manager. Questions regarding the
Offer may be directed to Wells Fargo Securities, LLC, at (866)
309-6316 (toll-free) and (704) 410-4760 (collect). Copies of
the Offer to Purchase can be obtained from the information agent,
D.F. King & Co., Inc. at (866)
745-0273 (toll-free) and (212) 269-5550 (collect) or at
sph@dfking.com. For questions concerning delivery by means of
the Automated Tender Offer Program please contact D.F. King & Co., Inc., the Tender Agent for
the Offer, at (866) 745-0273 (toll-free) and (212) 269-5550
(collect) or at sph@dfking.com.
About Suburban Propane Partners, L.P.
Suburban Propane Partners, L.P. is a publicly-traded master
limited partnership listed on the New York Stock Exchange.
Headquartered in Whippany, New
Jersey, Suburban Propane has been in the customer service
business since 1928. Suburban Propane serves the energy needs
of approximately 1.2 million residential, commercial, industrial
and agricultural customers through more than 710 locations in 41
states.
About Suburban Energy Finance Corp.
Suburban Energy Finance Corp. is a Delaware corporation and a wholly-owned
subsidiary of Suburban Propane formed for the sole purpose of
acting as the co-issuer of the 2025 Notes. It has nominal
assets and does not and will not conduct any operations or have any
employees.
Forward-Looking Statements
This press release includes forward-looking statements.
All statements, other than statements of historical facts, included
in this press release that address activities, events or
developments that Suburban expects, believes or anticipates will or
may occur in the future are forward-looking statements, including
statements regarding the use of proceeds of the Offering and the
closing of the Offer. These statements reflect Suburban's
expectations or forecasts based on assumptions made by the
partnership. These statements are subject to risks including
those relating to market conditions, financial performance and
results, prices and demand for natural gas and oil and other
important factors that could cause actual results to differ
materially from our forward looking statements. These risks
are further described in Suburban's reports filed with the
Securities and Exchange Commission.
Any forward-looking statement speaks only as of the date on
which such statement is made and Suburban undertakes no obligation
to correct or update any forward-looking statement, whether as a
result of new information, future events or otherwise.
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SOURCE Suburban Propane Partners, L.P.