Attached files
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8-K - FORM 8-K - SUBURBAN PROPANE PARTNERS LP | y03186e8vk.htm |
EX-10.1 - EX-10.1 - SUBURBAN PROPANE PARTNERS LP | y03186exv10w1.htm |
Exhibit 99.1
News Release Contact: Michael Stivala Chief Financial Officer P.O. Box 206, Whippany, NJ 07981-0206 Phone: 973-503-9252 |
FOR IMMEDIATE RELEASE
Suburban Propane Partners, L.P.
Announces Tender for Any and All of its $250,000,000 Aggregate Principal Amount of 6.875% Senior Notes
and Related Solicitation of Consents
Announces Tender for Any and All of its $250,000,000 Aggregate Principal Amount of 6.875% Senior Notes
and Related Solicitation of Consents
Whippany, New Jersey, March 9, 2010 Suburban Propane Partners, L.P. (NYSE:SPH) (Suburban
Propane), a nationwide distributor of propane, fuel oil and related products and services, as well
as a marketer of natural gas and electricity, announced today that Suburban Energy Finance Corp.
and Suburban Propane (collectively Suburban), have commenced a cash tender offer for any and all
of the $250,000,000 aggregate principal amount of their 6.875% Senior Notes due 2013 with CUSIP
number 864486AB1 (the Notes) and a related solicitation of consents (together, the Offer) to
certain proposed amendments to the indenture governing the Notes (the Consents).
The Offer will expire at 12:00 midnight, New York City time, on April 5, 2010, unless extended
(such date and time, as the same may be extended, the Expiration Date). Holders who validly
tender their Notes and provide their Consents prior to 5:00 p.m., New York City time, on March 22,
2010, unless such date is extended or earlier terminated (the Consent Payment Deadline), will be
entitled to receive the total consideration of $1,025.42, payable in cash for each $1,000 principal
amount of Notes accepted for payment, which includes a consent payment of $30.00 per $1,000
principal amount of Notes accepted for payment. The Offer contemplates an early settlement option,
so that holders whose Notes are validly tendered prior to the Consent Payment Deadline and accepted
for purchase could receive payment as early as March 23, 2010 (the Initial Settlement Date).
Holders who validly tender their Notes after the Consent Payment Deadline, but on or prior to the
Expiration Date will receive $995.42 for each $1,000 principal amount of Notes accepted for
purchase, which amount is equal to the total consideration less the consent payment. Accrued and
unpaid interest, up to, but not including, the applicable settlement date will be paid in cash on
all validly tendered and accepted Notes. The settlement date with respect to all Notes not settled
at the Initial Settlement Date is expected to be April 6, 2010, or promptly thereafter.
Holders tendering their Notes will be deemed to have delivered their Consent to certain
proposed amendments to the indenture governing the Notes, which will eliminate certain covenants
and certain provisions relating to events of default. Following receipt of Consents of at least a
majority in aggregate principal amount of the outstanding Notes, Suburban will execute a
supplemental indenture effecting the proposed amendments.
The closing of the Offer will be subject to a number conditions that are set forth in the
Offer to Purchase and Consent Solicitation Statement dated March 9, 2010 (the Offer to Purchase),
including, (i) the receipt of the required Consents to amend and supplement the indenture governing
the Notes and the execution by the applicable parties of the supplemental indenture effecting such
amendments, and (ii) the successful completion by Suburban of a new senior debt offering. The
Offer is not conditioned on any minimum amount of Notes being tendered. Notes validly tendered and
Consents validly delivered may not be withdrawn on or following the date of the execution of the
supplemental indenture except as may be required by law.
The terms and conditions of the Offer, including Suburbans obligation to accept the Notes
tendered and pay the purchase price therefor, are set forth in the Offer to Purchase. Suburban may
amend, extend or, subject to certain conditions, terminate the Offer.
In connection with the Offer, Suburban has retained BofA Merrill Lynch as the dealer manager.
Questions regarding the Offer may be directed to BofA Merrill Lynch, Debt Advisory Services Group,
at (888) 292-0070 (toll-free) and (980) 388-4603 (collect). Copies of the Offer to Purchase can be
obtained from the information agent,
D.F. King & Co., Inc. at (800) 488-8035 (toll-free) and (212) 269-5550 (collect). For
questions concerning delivery by means of the Automated Tender Offer Program please contact The
Bank of New York Mellon, the Depositary for the Offer, at (212)-815-3687.
About Suburban Propane Partners, L.P.
Suburban Propane Partners, L.P. is a publicly-traded master limited partnership listed on the
New York Stock Exchange. Headquartered in Whippany, New Jersey, Suburban has been in the customer
service business since 1928. Suburban serves the energy needs of approximately 850,000
residential, commercial, industrial and agricultural customers through more than 300 locations in
30 states.
About Suburban Energy Finance Corp.
Suburban Energy Finance Corp. is a Delaware corporation and a wholly-owned subsidiary of
Suburban Propane formed for the sole purpose of acting as the co-issuer of the Notes. It has
nominal assets and does not and will not conduct any operations or have any employees.
Forward-Looking Statements
This press release includes forward-looking statements. All statements, other than statements
of historical facts, included in this press release that address activities, events or developments
that Suburban expects, believes or anticipates will or may occur in the future are forward-looking
statements, including statements regarding closing of the offering and the use of proceeds of the
offering. These statements reflect Suburbans expectations or forecasts based on assumptions made
by the partnership. These statements are subject to risks including those relating to market
conditions, financial performance and results, prices and demand for natural gas and oil and other
important factors that could cause actual results to differ materially from our forward looking
statements. These risks are further described in Suburbans reports filed with the Securities and
Exchange Commission.
Any forward-looking statement speaks only as of the date on which such statement is made and
Suburban undertakes no obligation to correct or update any forward-looking statement, whether as a
result of new information, future events or otherwise.
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