Targa begins tendering for Atlas Pipeline notes related to merger

By Susanna Moon

Chicago, Jan. 15 – Targa Resources Partners LP said it began cash tender offers and consent solicitations for three series of notes issued by Atlas Pipeline Partners, LP and Atlas Pipeline Finance Corp.

Covered by the offers are the following note series:

• $500 million principal amount of the 6 5/8% senior notes due 2020;

• $400 million principal amount of the 4¾% senior notes due 2021; and

• $650 million principal amount of the 5 7/8% senior notes due 2023.

The tender offers are in connection with, and conditioned upon, the completion of the proposed merger with Atlas Pipeline, according to a company press release.

The proposed merger, however, is not conditioned on completion of the tender offers.

The total purchase price will be $1,015 for each $1,000 principal amount of notes tendered by 5 p.m. ET on Jan. 29, the early tender date.

The total payment includes an early tender premium of $30 per $1,000 principal amount.

Those who tender after the early deadline will receive $985 per $1,000 of notes.

The tender offers will end at 11:59 p.m. ET on Feb. 18, 2015.

Tendered notes may be withdrawn by the early tender date.

The company also will pay accrued interest up to but excluding the settlement date, which will occur “promptly” after the offer ends.

Targa also is soliciting consents, on behalf of the issuers, to amend the notes to eliminate substantially all of the restrictive covenants and some events of default.

The proposed amendments require the consent of a majority of the outstanding principal amount of each series of notes.

D.F. King & Co., Inc. (877 361-7970 or, for banks and brokers, 212 269-5550 collect, or by e-mail to atlas@dfking.com) is the tender agent and information agent.

Barclays (800 438-3242 or 212 528-7581 collect) and BofA Merrill Lynch (888 292-0070 or 980 683-3215 collect) are the dealer managers and solicitation agents.

Targa Resources is a Houston-based midstream energy company.

© 2015 Prospect News.
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