Suncoke energy partners, l.p. announces tender offer for up to $160
million of the 7.625% senior notes due 2019 of suncoke energy, inc.
Lisle, ill.--(business wire)--suncoke energy partners, l.p. (nyse: sxcp) today reported that it has commenced a cash tender offer (the "offer") to purchase up to $160 million in aggregate principal amount (the “maximum tender amount”) of suncoke energy, inc.’s (nyse: sxc) outstanding $400 million of 7.625% senior notes due 2019 (the "sxc notes"). sxcp is making the offer in conjunction with its previously announced contribution agreement with sxc to acquire an additional 33% equity interest in sxcp’s haverhill and middletown cokemaking facilities (the “contribution”). the offer is scheduled to expire at 11:59 p.m., eastern time, on may 22, 2014, unless extended ("expiration date"). holders who tender their sxc notes before 5:00 p.m., eastern time, on may 8, 2014, unless extended (the "early tender date"), will receive on the early settlement date total consideration of $1,071.25 for each $1,000 principal amount of sxc notes accepted for purchase, which includes an early tender premium of $30.00. the early settlement date is expected to be may 9, 2014, provided that all the conditions to the offer have been satisfied or waived. holders who tender their sxc notes after the early tender date and prior to the expiration date will receive on the final settlement date the tender offer consideration of $1,041.25 for each $1,000 principal amount of sxc notes accepted for purchase. the final settlement date is expected to be may 23, 2014. if at the early tender date the aggregate principal amount of notes validly tendered exceeds the maximum tender amount, however, notes tendered after the early tender date will not be eligible for purchase unless sxcp increases, in its sole discretion, the maximum tender amount. holders whose sxc notes are purchased in the offer will also receive accrued and unpaid interest from the most recent interest payment date for the sxc notes up to, but not including, the applicable settlement date. if only a portion of the tendered sxc notes may be accepted for purchase consistent with the maximum tender amount, these sxc notes will be accepted for purchase on a pro rata basis, as more fully described in sxcp’s offer to purchase dated april 25, 2014. tenders of sxc notes may be withdrawn until 5:00 p.m., new york city time, on may 8, 2014, unless extended. sxcp may increase the maximum tender amount in its discretion without extending withdrawal rights. the offer is subject to the satisfaction or waiver of certain conditions including: (1) closing the contribution on terms satisfactory to sxcp; (2) completion of a capital markets debt financing with net proceeds to sxcp sufficient to pay the total consideration for all tendered sxc notes plus all related fees and expenses; and (3) certain other customary conditions. the complete terms and conditions of the offer are described in the offer to purchase dated april 25, 2014, copies of which may be obtained from global bondholder services corporation, the depositary and information agent for the offer, by calling, in the case of banks and brokers, (212) 430-3774 and, for all others, (866) 470-3700 (us toll-free). sxcp has also retained citigroup global markets inc. and barclays capital inc. as dealer managers for the offer. questions regarding the terms of the offer 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). none of sxcp, the dealer managers, the depositary, the information agent, the trustee for the sxc notes or their respective affiliates is making any recommendation as to whether or not holders should tender all or any portion of their sxc notes in the offer. this announcement is not an offer to purchase or a solicitation of an offer to sell any securities. the offer is being made solely by the offer to purchase dated april 25, 2014. the offer is not being made to holders of sxc 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. about suncoke energy partners, l.p. suncoke energy partners, l.p. (nyse: 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. (nyse: 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 company) 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 company, 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 company; and changes in tax, environmental and other laws and regulations applicable to the company’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 company 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 company 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 company 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 company. for information concerning these factors, see the company’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 company’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.
