SAN ANTONIO--(BUSINESS WIRE)--Howard Midstream Energy Partners, LLC (the “Company”) today announced that it is commencing an offering (the “Offering”) of $500 million of senior notes due 2032 (the “2032 Notes”). The 2032 Notes will be issued in a private offering exempt from registration under the Securities Act of 1933, as amended.
The Company intends to use the net proceeds from the Offering to (i) fund the purchase (the “Tender Offer”) of our outstanding 6.75 percent senior notes due 2027 (the “2027 Notes”) validly tendered and accepted for purchase pursuant to the concurrent Tender Offer, (ii) fund, if 10% or less of the principal amount of the 2027 Notes remain outstanding following the Tender Offer, the redemption of such 2027 Notes in accordance with the indenture governing the 2027 Notes, or, if more than 10% of the principal amount of the 2027 Notes remain outstanding following the Tender Offer, the satisfaction and discharge of the indenture governing the 2027 Notes, in accordance with the provisions thereof, by depositing sufficient cash or government securities or a combination thereof, with the trustee to redeem any outstanding 2027 Notes at a price as set forth in such indenture on January 15, 2025 (the “Redemption”), (iii) fund the repayment of outstanding borrowings under our revolving credit facility and (iv) pay the premiums, fees and expenses incurred in connection with this offering, the Tender Offer and the Redemption. Any excess proceeds will be used for general corporate purposes.
The 2032 Notes and the related guarantees will be offered and sold only to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A and to non-U.S. persons in offshore transactions in compliance with Regulation S, each under the Securities Act. The 2032 Notes and the guarantees have not been registered under the Securities Act and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and applicable state laws.
RBC Capital Markets, LLC, MUFG Securities Americas Inc. and TD Securities (USA) LLC are acting as joint book-running managers for the Offering.
This press release shall not constitute an offer to purchase or the solicitation of an offer to sell the 2032 Notes or any other securities, nor shall there be any offer or sale of any 2032 Notes or other securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any jurisdiction.
ABOUT HOWARD ENERGY PARTNERS
San Antonio-based Howard Midstream Energy Partners, LLC d/b/a Howard Energy Partners is a diversified, purpose-driven energy infrastructure company focused on providing abundant, clean, low cost, reliable energy that powers communities and businesses and helps people flourish. We own and operate a portfolio of critical energy infrastructure in Texas, New Mexico, Oklahoma, Pennsylvania, and Mexico that is strategically positioned to serve the world’s current and future energy needs. The company has corporate offices in San Antonio and Houston, Texas and Monterrey, Mexico.
FORWARD LOOKING STATEMENTS
This press release contains forward-looking statements within the meaning of the federal securities laws, including with respect to the Company's proposed Offering of the 2032 Notes and the anticipated use of the net proceeds. Such forward-looking statements involve risks and uncertainties, many of which are beyond the control of the Company, that may cause actual events, results, or performance to differ materially from those indicated by such statements. These forward-looking statements are expressed in good faith, and the Company believes there is a reasonable basis for them. However, there can be no assurance that the events, results, or trends identified in these forward-looking statements will occur or be achieved. Forward-looking statements speak only as of the date they are made, and the Company is not under any obligation, and expressly disclaim any obligation, to update, alter, or otherwise revise any forward-looking statement, except as required by law.
