Regency Energy wraps exchange offer for Eagle Rock’s 8 3/8% notes

By Marisa Wong

Madison, Wis., July 3 – Regency Energy Partners LP completed the private exchange offer for the $550 million outstanding 8 3/8% senior notes due 2019 issued by Eagle Rock Energy Partners, LP and Eagle Rock Energy Finance Corp.

Regency issued $498.9 million of new 8 3/8% senior notes due 2019 for $498.9 million of Eagle Rock’s existing 8 3/8% notes, according to an 8-K filing with the Securities and Exchange Commission.

The exchanged Eagle Rock notes will be canceled, leaving $51.1 million principal amount outstanding.

As noted before, Regency conducted the exchange offer and a consent solicitation in connection with its acquisition of Eagle Rock’s midstream business, and the closing of the exchange offer and consent solicitation were conditioned on the completion of the acquisition, which was announced Tuesday.

At the request of Eagle Rock, Regency solicited consents to amend the note indenture to delete substantially all of the restrictive covenants, modify the covenants regarding mergers and consolidations and eliminate some events of default.

The company needed consents from holders of a majority of the notes in order to make the amendments.

Eagle Rock executed a supplemental indenture on July 1 effecting the changes, which will affect the $51.1 million of notes that remain outstanding.

The exchange offer had been extended to 11:59 p.m. ET on June 30 from 11:59 p.m. ET on June 18 in order to coincide with the expected closing of the Eagle Rock acquisition. This was the third extension to the offer. It was previously scheduled to expire on May 28 and, prior to that, April 29.

The new Regency notes will have substantially the same economic terms as the Eagle Rock notes, including optional redemption terms.

Regency is a Dallas-based midstream energy partnership focused on natural gas and natural gas liquids. Eagle Rock is a midstream and upstream oil and natural gas company based in Houston.

© 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.