United Refining gets consents for more than half of 10½% notes

By Susanna Moon

Chicago, March 8 - United Refining Co. said it had received tenders and consents from the holders of $186,425,000 principal amount, or 57.55%, of its $323.96 million outstanding 10½% senior notes due 2012 as of 5 p.m. ET on March 7, the consent date.

United Refining solicited consents to amend the notes to eliminate substantially all of the restrictive covenants and eliminate or modify events of default and related provisions.

The consents received exceeded the amount needed to approve the proposed amendments to the notes. The company needed consents from holders of at least a majority of the outstanding notes.

United Refining accepted for early payment all the notes tendered by the consent deadline.

The company entered into a supplemental indenture, which became effective upon acceptance of a majority of the notes for payment under the early acceptance terms in the tender offer.

Holders who tender notes must consent to the proposed amendments, and holders may not deliver consents without tendering notes.

The company will pay $1,005 for each $1,000 principal amount of notes tendered by the consent deadline. The total payment includes a $30 consent payment.

Holders who tender after the consent date will receive $975 per $1,000 principal amount.

United Refining also will pay accrued interest up to but not including the payment date.

Holders may continue to tender notes until midnight ET on March 21.

The final payment date will be March 22.

The completion of the tender offer and the solicitation is conditioned upon the issuance of senior secured notes to fund the offer.

United Refining said on March 8 that it issued $365 million principal amount of 10½% first-priority senior secured notes due Feb. 28, 2018.

Credit Suisse Securities (USA) LLC (800 820-1653 or collect 212 325-5912) is the dealer manager and solicitation agent. D.F. King & Co., Inc. (800 829-6551 or for brokers and banks 212 269-5550) is the information agent.

United Refining is a Warren, Pa.-based refiner and marketer of petroleum products.

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