THE WOODLANDS, Texas,
May 20, 2020 /PRNewswire/ -- CSI
Compressco LP ("CSI Compressco" or the "Partnership") (NASDAQ:
CCLP) and the Partnership's wholly owned subsidiary, CSI Compressco
Finance Inc. ("Finance Corp" and, together with the Partnership,
the "Issuers") today announced that they have extended the
Expiration Time for their previously announced offer to exchange
(the "Exchange Offer") any and all of their outstanding 7.250%
Senior Unsecured Notes due 2022 (CUSIP No. 20467BAB5) (the
"Unsecured Notes") for newly issued 7.500% Senior Secured First
Lien Notes due 2025 (the "New First Lien Notes") and 7.250% Senior
Secured Second Lien Notes due 2027 (the "New Second Lien Notes"
and, together with the New First Lien Notes, the "New Notes"), upon
the terms and conditions set forth in the Confidential Offering
Memorandum and Consent Solicitation Statement dated April 17, 2020, as amended by Supplement No. 1,
dated May 1, 2020, Supplement No. 2,
dated May 15, 2020, Supplement No. 3,
dated May 18, 2020 and Supplement No.
4, dated May 20, 2020 (the "Offering
Memorandum").
The Issuers are extending the Expiration Time of the Exchange
Offer. The Expiration Time was previously 5:00 P.M., New York
City time, on Tuesday, May 19,
2020 and will now be extended to 5:00
P.M., New York City Time, on Wednesday, May 20, 2020, unless extended or
earlier terminated by the Issuers. All references to the Expiration
Time in the Offering Memorandum are hereby amended such that the
Expiration Time will be 5:00 P.M.,
New York City Time, on Wednesday, May 20,
2020. Accordingly, Eligible Holders (as defined below) that
tender their Unsecured Notes prior to such time will be eligible to
receive the Total Consideration, including the Early Tender
Premium, which means for each $1,000
principal amount of Unsecured Notes properly tendered (and not
properly withdrawn) prior to the Expiration Time, Eligible Holders
will be eligible to receive $700
principal amount of New First Lien Notes or, as applicable and
subject to proration as described in the Offering Memorandum,
$750 in principal amount of New
Second Lien Notes. Other than the extension of the Expiration Time
described herein, the terms and conditions of the Exchange Offer
remain as set forth in the Offering Memorandum.
Important Information about the Exchange Offer
Documents relating to the Exchange Offer will only be
distributed to holders of Unsecured Notes who complete and return
an eligibility form confirming that they are either a "qualified
institutional buyer" under Rule 144A under the Securities Act of
1933, as amended (the "Securities Act") or not a "U.S. person"
under Regulation S under the Securities Act (such holders,
"Eligible Holders"). Noteholders who desire to complete an
eligibility form should either visit the website for this purpose
at https://gbsc-usa.com/eligibility/compressco/ or request
instructions by sending an e-mail to contact@gbsc-usa.com or
calling Global Bondholder Services Corporation the information
agent for the Exchange Offer, at (866) 794-2200.
The New Notes will not be registered under the Securities Act,
or any other applicable securities laws and, unless so registered,
the New Notes may not be offered, sold, pledged or otherwise
transferred within the United
States or to or for the account of any U.S. person, except
pursuant to an exemption from the registration requirements
thereof. Accordingly, the New Notes are being offered and
issued only (i) to persons reasonably believed to be "qualified
institutional buyers" (as defined in Rule 144A under the Securities
Act) and (ii) to non-"U.S. persons" who are outside the United States (as defined in Regulation S
under the Securities Act).
The complete terms and conditions of the Exchange Offer are set
forth in the informational documents relating to the Exchange
Offer. This press release is for informational purposes only and is
neither an offer to purchase nor a solicitation of an offer to sell
the New Notes. The Exchange Offer is only being made pursuant to
the Offering Memorandum and the related letter of transmittal. The
Exchange Offer is not being made to holders of Unsecured Notes in
any jurisdiction in which the making or acceptance thereof would
not be in compliance with the securities, blue sky or other laws of
such jurisdiction.
Cautionary Note Regarding Forward-Looking Statements
Certain information included in this press release contains
statements that are forward-looking. The words "believe," "may,"
"will," "aim," "estimate," "continue," "anticipate," "intend,"
"plan," "expect," "should" and similar expressions are intended to
identify forward-looking statements. We have based these
forward-looking statements largely on our current expectations and
projections about future events and financial trends that we
believe may affect our financial condition, results of operations,
business strategy, short term and long-term business operations and
objectives, and financial needs. Factors that could cause
such differences in future results include, but are not limited to,
the risks described in the Offering Memorandum related to the
Exchange Offer.
About CSI Compressco LP
CSI Compressco is a provider of compression services and
equipment for natural gas and oil production, gathering, artificial
lift, transmission, processing, and storage. CSI Compressco's
compression and related services business includes a fleet of more
than 5,200 compressor packages providing approximately 1.19 million
in aggregate horsepower, utilizing a full spectrum of low-, medium-
and high-horsepower engines. CSI Compressco also provides well
monitoring and automated sand separation services in conjunction
with compression and related services in certain Latin American
markets. CSI Compressco also designs and sells standard compressor
packages and engineered, custom-designed compressor packages.
CSI Compressco's aftermarket business provides compressor package
reconfiguration and maintenance services, as well as the sale of
compressor package parts and components manufactured by third-party
suppliers. CSI Compressco's customers comprise a broad base of
natural gas and oil exploration and production, midstream,
transmission, and storage companies operating throughout many of
the onshore producing regions of the
United States, as well as in a number of foreign countries,
including Mexico, Canada and Argentina. CSI Compressco is managed by CSI
Compressco GP Inc., which is an indirect, wholly owned subsidiary
of TETRA Technologies, Inc. (NYSE: TTI).
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SOURCE CSI Compressco LP