Pacific Energy receives consents to amend 7 1/8% notes

New York, Feb. 11 - Pacific Energy Partners LP and Pacific Energy Finance Corp. said they have received the necessary consents to amend their 7 1/8% senior notes due 2014.

By the expiration date of 5 p.m. ET on Feb. 10, holders of $240 million, or 96%, of the notes had given consents.

As announced on Jan. 28, Pacific Energy was seeking to amend the note indenture to ensure the acquisition of a 34.6% limited partner interest in Pacific Energy Partners LP by Anschutz Corp. is not treated as a change of control.

Under the terms of the indenture, closing of an acquisition followed by a rating decline within 90 days counts as a change of control and would require Pacific Energy to make a change-of-control offer to buy the notes at 101% of par plus accrued interest.

Pacific Energy noted that as of Jan. 27, the notes closed at a bid of 105.25, according to FT Interactive Data.

Approval of the amendment requires the consent of holders of a majority of the principal amount of the notes.

Pacific Energy is offering a consent fee of $2.50 per $1,000 principal amount to holders who grant consents by the expiration date of 5 p.m. ET on Feb. 10 if the change is approved.

If sufficient consents are not received, Pacific Energy plans to make a change-of-control offer promptly after completion of the acquisition.

Citigroup Global Markets Inc. is the solicitation agent (contact Liability Management Group at 800 558-3745 or call collect 212 723-6106). Global Bondholder Services Corp. is the information agent (866 389-1500, banks and brokers call 212 430-3774).

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