EPL Kicks Off Cash Tender Offer
Energy Partners, Ltd. (EPL) has commenced a cash tender offer to purchase any and all of its outstanding 8 ¾% Senior Notes due 2010 (CUSIP No. 29270UAC9) and related consent solicitation to amend the indenture pursuant to which the Notes were issued.
The Offer is scheduled to expire at 12:00 midnight, New York City time, on April 20, 2007, unless extended or earlier terminated (the "Expiration Date") by the Company. The Consent Solicitation will expire at 5:00 p.m., New York City time, on April 9, 2007, unless extended or earlier terminated (the "Consent Payment Deadline"). Tendered Notes may not be withdrawn and consents may not be revoked after the Consent Payment Deadline.
The total consideration per $1,000 principal amount of the Notes validly tendered and not withdrawn on or prior to the Consent Payment Deadline will be calculated based on the present value on the payment date of the sum of $1,043.75 (the redemption price for the Notes on August 1, 2007, which is the earliest redemption date for the Notes) and interest payments through August 1, 2007, determined using a discount factor equal to the yield on the price determination date (defined below) of the 3 7/8% U.S. Treasury Note due July 31, 2007, plus a fixed spread of 50 basis points. The Company expects that the price determination date will be 2:00 p.m., New York City time, on the 10th business day preceding the expiration date. Holders who validly tender their Notes on or prior to the Consent Payment Deadline will receive payment on or about the initial payment date, which is expected to be before the end of April 2007.
In connection with the Offer, the Company is soliciting consents to proposed amendments to the indenture governing the Notes, which will eliminate substantially all of the restrictive covenants and certain events of default in the indenture. The Company is offering to make a consent payment (which is included in the total consideration described above) of $30.00 per $1,000 principal amount of Notes to holders who validly tender their Notes and deliver their consents on or prior to the Consent Payment Deadline. Holders may not tender their Notes without delivering consents or deliver consents without tendering their Notes.
The Offer is subject to the satisfaction or waiver of certain conditions, including the closing of the Company's equity self-tender offer, the consummation of the requisite financing to purchase the Notes, receipt of consents from holders representing a majority in principal amount of the outstanding Notes, and certain other customary conditions.
The complete terms and conditions of the Offer are described in the Offer to Purchase and Consent Solicitation Statement dated March 26, 2007, copies of which may be obtained from Mackenzie Partners, Inc. the information agent and depositary for the Offer, at (800) 322-2885 (US toll-free) and (212) 929-5500 (collect).
The Company has engaged Banc of America Securities LLC to act as the exclusive dealer manager in connection with the Offer. Questions regarding the Offer may be directed to Banc of America Securities LLC, High Yield Special Products, at (888) 292-0070 (US toll-free) and (704) 388-9217 (collect).
Founded in 1998, EPL is an independent oil and natural gas exploration and production company based in New Orleans, Louisiana. The Company's operations are focused along the U.S. Gulf Coast, both onshore in south Louisiana and offshore in the Gulf of Mexico.
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