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Sable Permian Resources, LLC Announces the Merger of Assets with American Energy - Permian Basin, LLC after the Successful Completion of American Energy - Permian Basin, LLC's Comprehensive and Consensual Recapitalization

HOUSTON, Oct. 17, 2019 /PRNewswire/ -- Sable Permian Resources, LLC (the "Company") announces the merger of assets with American Energy – Permian Basin, LLC ("AEPB") and the successful completion of AEPB's previously announced comprehensive and consensual debt recapitalization transaction (the "Recapitalization Transaction").

Pursuant to the Recapitalization Transaction, AEPB repurchased approximately $2.1 billion of its outstanding 13.000% Senior Secured First Lien Notes due 2020, 8.000% Senior Secured Second Lien Notes due 2020, Floating Rate Senior Notes due 2019, 7.125% Senior Notes due 2020 and 7.375% Senior Notes due 2021 and issued approximately $708 million aggregate principal amount of new 12.000% Senior Secured Notes due 2024. In connection with the Recapitalization Transaction, AEPB, through its wholly-owned subsidiary AEPB Acquisition Company, LLC, ("AcqCo") also entered in to an amended and restated credit facility.

The Recapitalization Transaction reduced AEPB's debt obligations by approximately $1.4 billion and reduced AEPB's upcoming debt maturities over the next four years to approximately $36 million from approximately $2.1 billion.  In addition, the Recapitalization Transaction eliminated approximately $94 million of annual cash interest expense and simplified AEPB's organizational structure.  In connection with the Company's merger of assets and the Recapitalization Transaction, the Company's and AcqCo's existing credit facilities were repaid and replaced with a consolidated and upsized $1.0 billion facility with an initial borrowing base of $700 million, led by J.P. Morgan Chase & Co., at the Company's subsidiary, AcqCo.

Credit Suisse Securities (USA) LLC and Evercore Group L.L.C. served as financial advisors and Latham & Watkins LLP served as legal counsel to AEPB.  Greenhill & Co., LLC served as financial advisor and Katten Muchin Rosenman LLP served as legal counsel to the Special Committee of the board of managers of AEPB.  Kirkland & Ellis LLP served as legal counsel to the Company and its private equity sponsors.

About Sable Permian Resources, LLC

Sable Permian Resources, LLC is an independent oil and natural gas company focused on the acquisition, development and production of unconventional oil and natural gas reserves in the Wolfcamp Shale play in the Southern Midland Basin within the Permian Basin of West Texas.  Sable Permian Resources, LLC is the parent entity of American Energy – Permian Basin, LLC and operates on its behalf.

Forward-Looking Statements

The information in this press release includes "forward-looking statements." All statements, other than statements of historical fact included in this press release, regarding the Company's strategy, future operations, financial position, estimated revenues and losses, projected production, projected costs, prospects, plans and objectives of management, are forward-looking statements. When used in this press release, the words "could," "believe," "anticipate," "intend," "estimate," "expect," "guidance," "forecast" and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words. These forward-looking statements are based on the Company's current expectations and assumptions about future events and are based on currently available information as to the outcome and timing of future events. These forward-looking statements are based on management's current beliefs, based on currently available information, as to the outcome and timing of future events, which may differ from actual outcomes. While the Company makes these statements and projections in good faith, neither the Company nor the Company's management can guarantee that anticipated future results will be achieved. The Company assumes no obligation to publicly update or revise any forward-looking statements made herein or any other forward-looking statements made by the Company, whether as a result of new information, future events, or otherwise.



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