FORT WORTH, Texas, Dec. 29, 2015 /PRNewswire/ — Atlas Resource Partners, L.P. (NYSE: ARP) (“ARP“) announced today that the Issuers (as defined below) have received the Requisite Consents (as defined below) from holders of their outstanding 7.75% Senior Notes due 2021 (the “7.75% Notes”) (CUSIP 049296AC0) issued by Atlas Resource Partners Holdings, LLC and Atlas Resource Finance Corporation (each individually an “Issuer” and together the “Issuers”) and guaranteed by ARP and certain subsidiary guarantors, to adopt the proposed amendments (the “Amendments”) to the indenture (the “7.75% Indenture”) governing the 7.75% Notes that the Issuers had requested pursuant to their previously announced consent solicitation for the 7.75% Notes (the “7.75% Notes Consent Solicitation”). Adoption of the Amendments required the consent of holders of record as of December 9, 2015 of a majority of the outstanding aggregate principal amount of the 7.75% Notes (the “Requisite Consents”). The Amendments, among other things, increase the fixed dollar amount of secured indebtedness permitted to be incurred under the 7.75% Indenture to $1,000 million from $500.0 million. For a full description of the Amendments, see ARP’s press release dated December 27, 2015. Currently, $375,000,000 in aggregate principal amount of the 7.75% Notes is outstanding.
The 7.75% Notes Consent Solicitation expired at 5:00 p.m., New York City time, on Tuesday, December 29, 2015 (the “Expiration Date”). Due to the short window provided to consent to the amended consent solicitation, the Issuers have decided to pay the consent fee for the 7.75% Notes Consent Solicitation to all holders of the 7.75% Notes as of the Record Date.
Following receipt of the Requisite Consents, the Issuers, ARP, the subsidiary guarantors, and the trustee under the 7.75% Indenture executed a supplemental indenture incorporating the Amendments into the 7.75% Indenture. At that time, the Amendments effected by such supplemental indenture became effective and consents could no longer be revoked; however, the Amendments will not become operative until the Consent Fee is paid to the holders who have delivered (and not revoked) valid consents prior to the Expiration Date.
Wells Fargo Securities, LLC acted as the Solicitation Agent in connection with the consent solicitation, and D. F. King & Co., Inc. served as Information Agent and Tabulation Agent.