Eastern Energy Gas reports early tender results for exchange offers, consent solicitations

Chicago, June 25 – Eastern Gas Transmission and Storage Inc. announced the early results of its exchange offer for up to $1.6 billion principal amount for notes originally issued by Eastern Energy Gas Holdings LLC, according to a press release.

As of the early deadline, the amounts of tenders accepted out of the amounts of tenders received for the following amounts of notes are below, listed by acceptance priority level:

• All of the $273,667,000 tendered of the $300 million outstanding 3.9% senior notes due 2049 (Cusip: 257375AQ8);

• All of the $443,678,000 tendered of the $500 million outstanding 4.6% senior notes due 2044 (Cusip: 257375AJ4);

• All of the $345,944,000 tendered of the $400 million outstanding of 4.8% senior notes due 2042 (Cusip: 257375AF2);

• No notes were tendered of the $150 million outstanding 3.8% senior notes due 2031 (ISIN: XS1418789563);

• All of the $425,807,000 tendered of the $600 million outstanding 3% senior notes due 2029 (Cusip: 257375AP0);

• $110,883,000 of the $332,988,000 tendered of the $450 million outstanding 3.6% senior notes due 2024 (Cusip: 257375AH8), to be prorated using a factor of approximately 0.33;

• None of the $454,252,000 tendered of the $600 million outstanding 2.5% senior notes due 2024 (Cusip: 257375AN5);

• None of the $296,674,000 tendered of the $400 million outstanding 3.55% senior notes due 2023 (Cusips: 257375AE5, 257375AB1); and

• No notes were tendered of the $250 million outstanding 2.875% senior notes due 2023 (Cusips: 257375AL9, U25504AE8).

As a reminder, the company is offering to exchange the old Eastern Energy notes for new notes issued by Eastern Gas.

Noteholders who tender notes by the early tender time will receive a like amount of notes in an even exchange, $1,000 of old notes for $1,000 of new notes with the same coupon and maturity date plus an early tender cash premium of $1.00.

Noteholders who tender after the early expiration time will receive $970 of new notes for each $1,000 of old notes and no cash tender premium.

Consent solicitations

The company was also soliciting consents to adopt certain proposed amendments to the indenture governing the existing Eastern Energy notes.

The company, based on the notes tendered, with respect to the 3.9% senior notes due 2049, the 4.6% senior notes due 2044, the 4.8% senior notes due 2043 and the 3% senior notes due 2029, intends to execute a supplement to the applicable indenture.

The indenture will become effective on June 30.

The consent solicitation will eliminate certain events of default, modify covenants regarding mergers and consolidations, and modify or eliminate certain other provisions, including certain provisions relating to liens and defeasance, contained in the existing notes indentures and the existing notes.

Tending noteholders were deemed to have given consent to the proposed amendments.

Noteholders were not able to tender their notes without delivering consents, and vice versa.

Details

The early tender time was 5 p.m. ET on June 24. The early deadline was also the withdrawal deadline.

Early settlement is planned for June 30.

The exchange offers and consent solicitations will expire at 11:59 p.m. ET on July 9. However, no notes will be accepted after the early tender time.

The information agent is Global Bondholder Services (https://gbsc-usa.com/eligibility/eegh).

Eastern Gas is a Richmond, Va.-based operator of an interstate natural gas transmission pipeline.

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