Attached files
file | filename |
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8-K - FORMM 8-K - Copano Energy, L.L.C. | h81158e8vk.htm |
EX-4.2 - EX-4.2 - Copano Energy, L.L.C. | h81158exv4w2.htm |
EX-4.1 - EX-4.1 - Copano Energy, L.L.C. | h81158exv4w1.htm |
EX-4.3 - EX-4.3 - Copano Energy, L.L.C. | h81158exv4w3.htm |
EX-5.1 - EX-5.1 - Copano Energy, L.L.C. | h81158exv5w1.htm |
Exhibit 99.1
Copano Energy, L.L.C.
|
News Release |
Contacts: | Carl A. Luna, SVP & CFO | |||
Copano Energy, L.L.C. | ||||
FOR IMMEDIATE RELEASE
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713-621-9547 | |||
Jack Lascar / jlascar@drg-l.com | ||||
Anne Pearson / apearson@drg-l.com | ||||
DRG&L / 713-529-6600 |
COPANO ENERGY ANNOUNCES SUCCESSFUL RESULTS FOR
TENDER OFFER AND CONSENT SOLICITATION FOR
8.125% SENIOR NOTES DUE 2016
TENDER OFFER AND CONSENT SOLICITATION FOR
8.125% SENIOR NOTES DUE 2016
HOUSTON, April 5, 2011 Copano Energy, L.L.C. (NASDAQ: CPNO) announced today that it had
received, as of 5:00 p.m., New York City time, on April 4, 2011 (the Consent Expiration), tenders
and consents from holders of approximately 83% in aggregate principal amount of its outstanding
8.125% Senior Notes due 2016 (CUSIP No. 217203 AB4) (the 2016 Notes) in connection with its
previously announced tender offer and consent solicitation for such notes (the Tender Offer),
which commenced on March 22, 2011 and is described in the Offer to Purchase and Consent
Solicitation Statement dated March 22, 2011 (the Offer to Purchase).
Copano intends to execute later today a supplemental indenture (the Supplemental Indenture) with
respect to the indenture governing the 2016 Notes that will eliminate most of the covenants and
certain events of default applicable to the 2016 Notes. The Supplemental Indenture will not become
operative until a majority in aggregate principal amount of the 2016 Notes has been purchased by
Copano pursuant to the terms of the Offer to Purchase, which is expected to occur today.
Copanos obligation to accept for purchase, and to pay for, any 2016 Notes pursuant to the Tender
Offer is subject to a number of conditions that are set forth in the Offer to Purchase, including
the closing today of Copanos previously announced public offering of $360 million of 7.125% Senior
Notes due 2021 (the Notes Offering). Subject to the satisfaction or waiver of these conditions,
later today, all holders who validly tendered (and did not validly withdraw) their 2016 Notes prior
to the Consent Expiration will receive total consideration equal to
$1,044.00 per $1,000 principal amount of the 2016 Notes accepted for purchase, which includes a
consent payment of $3.375 per $1,000 principal amount of the 2016 Notes accepted for purchase, plus
accrued and unpaid interest on such notes to the payment date.
Holders who tender their 2016 Notes after the Consent Expiration and prior to the expiration of the
Tender Offer will be entitled to receive consideration equal to $1,040.625 per $1,000 principal
amount of the 2016 Notes accepted for purchase, plus any accrued and unpaid interest on such notes
to the payment date. Holders of 2016 Notes tendered after the Consent Expiration will not receive
a consent payment. The Tender Offer will expire at 11:59 p.m., New York City time, on April 18,
2011, unless extended by Copano in its sole discretion.
Any 2016 Notes not tendered and purchased pursuant to the Tender Offer will remain outstanding, and
the holders will be subject to the terms of the Supplemental Indenture even though they did not
consent to the amendments.
Copano has engaged J.P. Morgan Securities LLC as the dealer manager for the Tender Offer. Persons
with questions regarding the Tender Offer are directed to J.P. Morgan toll-free at (800) 245-8812.
The complete terms and conditions of the Tender Offer are described in the Offer to Purchase.
Requests for documents should be directed to D.F. King & Co., Inc., the Depositary and Information
Agent for the Tender Offer, at (800) 967-4604 or (212) 269-5550 (banks and brokers).
This press release is for informational purposes only and is not an offer to purchase, a
solicitation of an offer to purchase or a solicitation of a consent with respect to any of the 2016
Notes. The Tender Offer is being made solely by the Offer to Purchase. This press release shall
not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall
there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale
would be unlawful prior to registration or qualification under the securities laws of any such
jurisdiction.
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About Copano Energy, L.L.C.
Houston-based Copano Energy, L.L.C. is a midstream natural gas company with operations in Oklahoma,
Texas, Wyoming and Louisiana. Its assets include approximately 6,400 miles of active natural gas
gathering and transmission pipelines, 250 miles of NGL pipelines and eight natural gas processing
plants, with more than one billion cubic feet per day of combined processing capacity and 22,000
barrels per day of fractionation capacity.
Cautionary Statement Regarding Forward-Looking Statements
This press release includes forward-looking statements. Statements that address activities or
events that Copano believes will or may occur in the future are forward-looking statements. These
statements include, but are not limited to, statements about our expectations relating to
consummating the Tender Offer and the related consent solicitation, entering the Supplemental
Indenture and the closing of the Notes Offering. These statements are based on managements
experience and perception of historical trends, current conditions, expected future developments
and other factors management believes are reasonable. Important factors that could cause actual
results to differ materially from those in the forward-looking statements include, without
limitation, the following risks and uncertainties, many of which are beyond Copanos control:
Copanos ability to satisfy the financing condition relating to the Tender Offer, which requires
Copano to complete the Notes Offering; the volatility of prices and market demand for natural gas
and natural gas liquids; Copanos ability to continue to obtain new sources of natural gas supply
and retain its key customers; the impact on volumes and resulting cash flow of technological,
economic and other uncertainties inherent in estimating future production and producers ability to
drill and successfully complete and attach new natural gas supplies and the availability of
downstream transportation systems and other facilities for natural gas and NGLs; higher
construction costs or project delays due to inflation, limited availability of required resources,
or the effects of environmental, legal or other uncertainties; general economic conditions; the
effects of government regulations and policies; and other financial, operational and legal risks
and uncertainties detailed from time to time in Copanos filings with the Securities and Exchange
Commission.
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