LISLE, Ill.--(BUSINESS WIRE)--
SunCoke Energy Partners, L.P. (SXCP) today reported the results of its previously announced solicitation of consents (the “Consent Solicitation”) from the holders of the $150 million of its 7.375% Senior Notes due 2020 (the "2020 Notes") outstanding when the Consent Solicitation commenced on April 28, 2014. SXCP solicited the consents in order to amend the indenture governing the 2020 Notes to permit the obligors on the 2020 Notes to incur additional secured indebtedness under credit facilities. Only holders (each, a “Holder”) that held 2020 Notes as of 5:00 p.m., New York City time, on April 25, 2014 were eligible to give consents and participate in the Consent Solicitation.
The Consent Solicitation was made in conjunction with, and it was conditioned upon the closing of, two previously announced transactions: (1) the private placement of an additional $250 million of the 2020 Notes and (2) SXCP’s agreement with its sponsor, SunCoke Energy, Inc. (SXC), to acquire an additional 33% equity interest in SXCP’s Haverhill and Middletown cokemaking facilities. Both of those transactions closed earlier today. Purchasers of these additional $250 million of 2020 Notes were deemed to consent to the amendments to the indenture, and their consents were sufficient to make the amendments effective. No consideration, however, will be paid to the purchasers of the additional $250 million of 2020 Notes for their consents.
As of 3:00 p.m., New York City time, on May 9, 2014 (the “Expiration Date”), when the Consent Solicitation expired, consents sufficient to effect the amendments to the indenture had been received. Consents may no longer be revoked.
Now that all conditions to the expiration of the Consent Solicitation have been satisfied, SXCP will pay to each Holder who pursuant to the Consent Solicitation delivered (and did not revoke) prior to the Expiration Date a valid consent in favor of the amendments a consent fee of $2.50 for each $1,000 principal amount of 2020 Notes in respect of which the consent was delivered. SXCP has executed and delivered a supplement to the indenture governing the 2020 Notes, and the amendments will become operative when SXCP puts up funds with the paying agent sufficient to fund the consent fee.
Global Bondholder Services Corporation is serving as the tabulation agent, information agent and paying agent for the Consent Solicitation, and questions concerning the tabulation of consents or payment of the consent fee may be addressed to such firm by calling, in the case of banks and brokers, (212) 430-3774 and, for all others, (866) 470-3700 (US toll-free).
SXCP also retained Citigroup Global Markets Inc. and Barclays Capital Inc. as solicitation agents for the Consent Solicitation. Questions regarding the terms of the Consent Solicitation may be directed to Citigroup at (212) 723-6106 (collect) and (800) 558-3745 (US toll-free) or to Barclays at (212) 528-7581 (collect) and (800) 438-3242 (US toll-free).
ABOUT SUNCOKE ENERGY PARTNERS, L.P.
SunCoke Energy Partners, L.P. (SXCP) is a publicly-traded master limited partnership that manufactures coke used in the blast furnace production of steel and provides coal handling services to the coke, steel and power industries. Our advanced, heat recovery cokemaking process produces consistently high-quality coke, captures waste heat to generate steam or electricity, and reduces environmental impacts. Our coal handling terminals have the collective capacity to blend and transload more than 30 million tons of coal annually and are strategically located to enable material delivery to U.S. ports in the Gulf Coast, East Coast and Great Lakes. Our General Partner is a wholly owned subsidiary of SunCoke Energy, Inc. (SXC), the largest independent producer of coke in the Americas, with 50 years of cokemaking experience and an international reputation for leadership, innovation and environmental stewardship in our industry.
FORWARD LOOKING STATEMENTS
Some of the statements included in this press release constitute “forward looking statements.” Forward-looking statements include all statements that are not historical facts and may be identified by the use of such words as “believe,” “expect,” “plan,” “project,” “intend,” “anticipate,” “estimate,” “predict,” “potential,” “continue,” “may,” “will,” “should” or the negative of these terms or similar expressions. Forward-looking statements are inherently uncertain and involve significant known and unknown risks and uncertainties (many of which are beyond the control of the Partnership) that could cause actual results to differ materially.
Such risks and uncertainties include, but are not limited to domestic and international economic, political, business, operational, competitive, regulatory and/or market factors affecting the Partnership, as well as uncertainties related to: pending or future litigation, legislation, or regulatory actions; liability for remedial actions or assessments under existing or future environmental regulations; gains and losses related to acquisition, disposition or impairment of assets; recapitalizations; access to, and costs of, capital; the effects of changes in accounting rules applicable to the Partnership; and changes in tax, environmental and other laws and regulations applicable to the Partnership’s businesses.
Forward-looking statements are not guarantees of future performance, but are based upon the current knowledge, beliefs and expectations of Company management, and upon assumptions by the Partnership concerning future conditions, any or all of which ultimately may prove to be inaccurate. The reader should not place undue reliance on these forward-looking statements, which speak only as of the date of this press release. The Partnership does not intend, and expressly disclaims any obligation, to update or alter its forward-looking statements (or associated cautionary language), whether as a result of new information, future events or otherwise after the date of this press release except as required by applicable law.
The Partnership has included in its filings with the Securities and Exchange Commission cautionary language identifying important factors (but not necessarily all the important factors) that could cause actual results to differ materially from those expressed in any forward-looking statement made by the Partnership. For information concerning these factors, see the Partnership’s Securities and Exchange Commission filings such as its annual and quarterly reports and current reports on Form 8-K, copies of which are available free of charge on the Partnership’s website at www.sxcpartners.com. All forward-looking statements included in this press release are expressly qualified in their entirety by such cautionary statements. Unpredictable or unknown factors not discussed in this release also could have material adverse effects on forward-looking statements.
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Lisa Ciota: 630-824-1987