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Published on 11/16/2011 in the Prospect News High Yield Daily.

New Issue: Atlas Pipeline upsizes to $150 million, prices tap of 8¾% notes due 2018 at 103.5

By Paul A. Harris

Portland, Ore., Nov. 16 - Atlas Pipeline Partners, LP priced an upsized $150 million add-on to its 8¾% senior notes due June 15, 2018 (B3/B/) at 103.5, resulting in a 7.821% yield to worst on Wednesday, according to an informed source.

The reoffer price came at the rich end of the 103.25 to 103.5 price talk.

Wells Fargo Securities LLC was the left bookrunner for the quick-to-market add-on, which was upsized from $125 million. Bank of America Merrill Lynch was the joint bookrunner.

Proceeds will be used to repay debt and for general corporate purposes.

The issuer is a Moon Township, Pa., midstream energy services provider engaged in the transmission, gathering and processing of natural gas.

The original $250 million issue price at par in June 2008.

Issuer:Atlas Pipeline Partners, LP
Face amount:$150 million, increased from $125 million
Proceeds:$155.25 million
Maturity:June 15, 2018
Security description:Add-on to 8¾% senior notes due June 15, 2018
Left bookrunner:Wells Fargo Securities LLC
Joint bookrunner:Bank of America Merrill Lynch
Co-managers:BNP Paribas, Citigroup Global Markets, Deutsche Bank Securities Inc., J.P. Morgan Securities LLC
Coupon:8¾%
Price:103.5
Yield:7.821%
Call features:Make-whole at Treasuries plus 50 bps until June 15, 2013, then callable at 104.375, 102.917, 101.458, par on and after June 15, 2016
Equity clawback:Until June 15, 2011 for 35% at 108.75
Change-of-control put:101%
Trade date:Nov. 16
Settlement date:Nov. 21 with accrued interest
Ratings:Moody's: B3
Standard & Poor's: B
Distribution:Rule 144A with registration rights and Regulation S
Price talk:103.25 to 103.5
Marketing:Quick to market
Original issue:$250 million issue price at par in June 2008
Total issue size:$400 million

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