CORRECTING AND REPLACING Foresight Energy LP Announces Pricing of Private Notes Offering and New Credit Facilities
March 17 2017 - 10:32AM
Business Wire
Please replace the release with the following corrected version
due to multiple revisions.
The corrected release reads:
FORESIGHT ENERGY LP ANNOUNCES PRICING OF
PRIVATE NOTES OFFERING AND NEW CREDIT FACILITIES
Foresight Energy LP (NYSE:FELP) today announced that its wholly
owned subsidiaries, Foresight Energy LLC (the “Company”) and
Foresight Energy Finance Corporation (the “Co-Issuer” and, together
with the Company, the “Issuers”) have priced their previously
announced offering (the “Offering”) of 11.50% Second Lien Senior
Secured Notes due 2023 (the “Notes”), in an aggregate principal
amount of $425 million. The Notes will be guaranteed by the
wholly-owned domestic restricted subsidiaries of the Company that
guarantee the Credit Facilities (as defined below). The Offering of
the Notes is expected to close on or about March 28, 2017, subject
to certain closing conditions.
In addition to the Notes, the Company also announced that it has
agreed to terms on an $825 million senior secured first-priority
five-year term loan (the “Term Loan”), representing an increase of
$75 million from the previously announced size, and a $170 million
senior secured first-priority four-year revolving credit facility
(the “Revolving Credit Facility” and, together with the Term Loan,
the “Credit Facilities”).
The aggregate principal amount of the Notes represents a $75
million decrease from the previously announced aggregate principal
amount of the Notes, corresponding to the increase in the Term
Loan, and the maturity of the Notes represents a one-year reduction
in the previously announced maturity of the Notes.
The Issuers intend to use the net proceeds from the Notes and
borrowings under the Term Loan, together with an equity
contribution from Murray Energy Corporation and cash on hand, to
refinance the following indebtedness:
- the Issuers’ Second Lien Senior Secured
PIK Notes due 2021;
- the Issuers’ Second Lien Senior Secured
Exchangeable PIK Notes due 2017; and
- the Company’s outstanding credit
facilities, including the revolving credit facility and the term
loan.
The Offering will be made solely by means of a private placement
either to qualified institutional buyers pursuant to Rule 144A
under the Securities Act of 1933, as amended (the “Securities
Act”), or outside the United States, only to non-U.S. investors
pursuant to Regulation S of the Securities Act. The Notes to be
issued in the Offering have not been and will not be 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. This press
release does not constitute an offer to sell or the solicitation of
an offer to buy any security and shall not constitute an offer,
solicitation or sale of any security in any jurisdiction in which
such offering, solicitation or sale would be unlawful.
Forward-Looking Statements
This press release contains, and oral statements made from time
to time by representatives of Foresight Energy LP and its
subsidiaries may contain, “forward-looking” statements within the
meaning of the federal securities laws. Statements regarding our
expected financial results, our expectations regarding possible
financing transactions and agreements and other statements that
contain words such as “possible,” “intend,” “will,” “if” and
“expect” are forward looking and can be impacted by numerous
factors, including risks relating to capital markets conditions,
the impact of adverse market conditions affecting business of
Foresight Energy LP or its subsidiaries, adverse changes in laws
including with respect to tax and regulatory matters and other
risks. There can be no assurance that actual results will not
differ from those expected by management of Foresight Energy LP.
Additional known material factors that could cause actual results
to differ from those in the forward-looking statements are
described in Part I, “Item 1A. Risk Factors” of Foresight Energy
LP’s Annual Report on Form 10-K filed on March 1, 2017. Foresight
Energy LP undertakes no obligation to update or revise such
forward-looking statements to reflect events or circumstances that
occur, or which Foresight Energy LP becomes aware of, after the
date hereof.
About Foresight Energy LP
Foresight Energy LP is a leading producer and marketer of
thermal coal controlling over 2 billion tons of coal reserves in
the Illinois Basin. Foresight currently owns four mining complexes
(Williamson, Sugar Camp, Hillsboro and Macoupin), with four
longwall systems, and the Sitran river terminal on the Ohio River.
Foresight’s operations are strategically located near multiple rail
and river transportation access points, providing transportation
cost certainty and flexibility to direct shipments to the domestic
and international markets.
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Foresight Energy LPGary M. Broadbent, 740-338-3100Senior
Corporate Counsel and Director of Investor and Media
RelationsInvestor.relations@foresight.comMedia@coalsource.com
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