Targa to issue $342.1 million new notes in exchange for Atlas notes

By Susanna Moon

Chicago, May 11 – Targa Resources Partners LP and subsidiary Targa Resources Partners Finance Corp. said investors had tendered $342.1 million, or 96.3%, of the 6 5/8% senior notes due 2020 in the offer that ended at 11:59 p.m. ET on May 8.

Targa expects to settle the exchange offer on Monday by issuing about $342.1 million principal amount of new notes, according to a company press release.

As previously announced, Targa offered to exchange any and all of the $355.1 million outstanding 6 5/8% Atlas Pipeline notes for an equal amount of new 6 5/8% senior notes due 2020 issued by Targa. The exchange offer began April 13.

The exchange was conducted on a par-for-par basis for notes tendered by the early deadline.

Those who tendered after the early deadline will receive $970 principal amount of Targa notes for each $1,000 principal amount of Atlas Pipeline notes tendered.

Targa said on April 27 that investors had tendered $341.9 million principal amount, or 96.3%, of the notes by 5 p.m. ET on April 24, the early tender date, which met the minimum tender condition to the exchange offer.

As a result, the issuers executed a supplemental indenture amending the notes.

The notes were issued by Targa Pipeline Partners LP, formerly known as Atlas Pipeline Partners, LP, and Targa Pipeline Finance Corp., formerly known as Atlas Pipeline Finance Corp.

Targa also solicited consents to amend the Atlas Pipeline notes and the notes indenture to delete substantially all the restrictive covenants and eliminate some events of default.

More details

The amendments required the consent of a majority of outstanding Atlas Pipeline notes.

As noted before, the new Targa notes have substantially the same terms as the outstanding Atlas Pipeline notes, including interest rate, interest payment dates, optional redemption terms and maturity.

The new notes will rank pari passu with Targa’s six outstanding series of senior notes.

The Rule 144A and Regulation S exchange offer was conditioned on a majority of the outstanding Atlas Pipeline notes being tendered by the end of the offer.

D.F. King & Co., Inc. (877 361-7970 or 212 269-5550, atlas@dfking.com) is the information agent for the exchange offer.

Targa Resources is a Houston-based midstream energy company.

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