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Published on 5/6/2008 in the Prospect News High Yield Daily.

New Issue: Atlas Energy upsizes to $150 million, prices tap of 10¾% notes due February 2018 at 104.75

By Paul A. Harris

St. Louis, May 6 - Atlas Energy Operating LLC priced an upsized $150 million add-on to its 10¾% senior notes due Feb. 1, 2018 (B3/B) at 104.75 on Tuesday.

The reoffer price results in a 9.85% yield to worst.

The add-on, which was upsized from $100 million, came in the middle of the 104.5 to 105.0 price talk.

J.P. Morgan Securities Inc. and Wachovia Securities ran the books for the Rule 144A with registration rights and Regulation S add-on.

Proceeds will be used to repay bank debt.

Tuesday's deal size of $150 million matches the amount by which Atlas Energy downsized the original issue when it was priced on Jan. 17, 2008. That issue was downsized to $250 million from $400 million and was priced at par.

Atlas Energy is a Moon Township, Pa., company focused on the development and production of natural gas and, to a lesser extent, oil, principally in the Appalachian Basin.

Issuer:Atlas Energy Operating LLC
Face amount:$150 million, upsized from $100 million
Proceeds:$157.125 million
Maturity:Feb. 1, 2018
Security description:Add-on to the 10¾% senior notes
Bookrunners:J.P. Morgan Securities Inc., Wachovia Securities
Coupon:10¾%
Price:104.75
Yield:9.85%
Call protection:Five years
Trade date:May 6
Settlement date:May 9, with accrued interest
Ratings:Moody's: B3
Standard & Poor's: B
Distribution:Rule 144A with registration rights/Regulation S
Price talk:104.5 to 105.0
Original issue:$250 million (decreased from $400 million) priced at par on Jan. 17, 2008
Total issue size:$400 million (face)

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