Copano Energy, L.L.C. (Nasdaq: CPNO) ("Copano") and its subsidiary
Copano Energy Finance Corporation announced today that they intend to
commence a public offering of $360,000,000 in aggregate principal amount
of senior unsecured notes due 2021 (the "2021 Notes").
Copano intends to use the net proceeds from the 2021 Notes offering to
(1) fund its pending tender offer for any and all of the $332,665,000
aggregate principal amount outstanding of its 8.125% Senior Notes due
2016 (CUSIP No. 217203 AB4) (the "2016 Notes") and (2) redeem any of the
2016 Notes not acquired in the tender offer related to such notes,
although it has no legal obligation to do so and the selection of any
particular redemption date is in its discretion. Any remaining net
proceeds will be used to provide additional working capital for general
corporate purposes.
J.P. Morgan, BofA Merrill Lynch, Deutsche Bank Securities, RBC Capital
Markets and Wells Fargo Securities are acting as joint book-running
managers for the 2021 Notes offering. The 2021 Notes offering is being
made only by means of a prospectus supplement and accompanying base
prospectus. A copy of the prospectus supplement and accompanying base
prospectus associated with this offering may be obtained from the
underwriters as follows:
J.P. Morgan Securities LLC
via Broadridge Financial Solutions
1155
Long Island Avenue
Edgewood, New York 11717
Telephone: (800)
245-8812
Merrill Lynch, Pierce, Fenner & Smith
Incorporated
Attention:
Syndicate Operations
4 World Financial Center
New York, NY
10080
Telephone: (800) 294-1322
Deutsche Bank Securities, Inc.
60 Wall Street
New York, NY
10005
Telephone: (800) 503-4611
prospectus.cpdg@db.com
RBC Capital Markets, LLC
200 Vesey Street
3 World Financial
Center, 9th Floor
New York, NY 10281
Telephone: (877) 280-1299
Wells Fargo Securities, LLC
Attn: Client Support, MAC D1086-070
550
South Tryon Street, 7th Floor
Charlotte, NC 28202
Telephone:
(800) 326-5897
cmclientsupport@wellsfargo.com
An electronic copy of the preliminary prospectus supplement and the
accompanying base prospectus is available from the Securities and
Exchange Commission's (SEC) website at http://www.sec.gov.
The 2021 Notes are being offered pursuant to an effective shelf
registration statement that Copano previously filed with the SEC. This
press release shall not constitute an offer to sell or the solicitation
of an offer to buy nor shall there be any sale of these 2021 Notes in
any state in which such offer, solicitation or sale would be unlawful
prior to registration or qualification under the securities laws of such
state.
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 2021 Notes offering, consummating the tender offer and
the related consent solicitation for the 2016 Notes, future producer
activity and Copano's total distributable cash flow and distribution
coverage. These statements are based on management's 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 Copano's control: Copano's ability to complete the 2021 Notes
offering; Copano's ability to satisfy the financing condition relating
to the tender offer for the 2016 Notes; the receipt of consents to the
proposed amendments to the indenture for the 2016 Notes from the holders
of a majority in principal amount of the outstanding 2016 Notes; the
volatility of prices and market demand for natural gas and natural gas
liquids; Copano's 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 Copano's filings with the Securities and Exchange
Commission.