Deal Description: On November 13, 2015, Linn Energy, LLC (“LINN” or the “Company”) and LinnCo, LLC announced that LINN has entered into a series of privately negotiated transactions to exchange an aggregate principal amount of $2 billion of the Company’s outstanding senior unsecured notes (the “Unsecured Notes”) for an aggregate principal amount of $1 billion of newly issued senior secured second lien notes (the “Second Lien Notes”).
The Company has entered into exchange agreements with certain unsecured noteholders pursuant to which the noteholders have agreed to exchange certain of their existing Unsecured Notes for newly issued Second Lien Notes at a price of 50 percent of the principal amount of the Unsecured Notes set forth in the table below. The Second Lien Notes will be issued pursuant to the terms and conditions of an Indenture to be entered into between the Company and U.S. Bank National Association, as trustee (the “Indenture”), will bear interest at a rate of 12.0 percent per annum and have a scheduled maturity date of December 2020, subject to potential earlier maturity under the conditions to be outlined in the Indenture.
These exchanges are expected to close November 20, 2015, subject to closing conditions.
Barclays Capital Inc. and Jefferies LLC served as financial advisors to the Company. Barclays served as placement agent for the transaction and Jefferies served as independent strategic and financial advisor.
Baker Botts represented Linn Energy, LLC in connection with the offering.
Baker Botts Lawyers/Office Involved:
Corporate: Kelly Rose (Partner, Houston); Douglass Rayburn (Partner, Dallas); Mollie Duckworth (Partner, Austin); Travis Wofford (Senior Associate, Houston); Jennifer Wu (Associate; Austin); Sarah Dodson (Associate; Houston)
Employee Benefits: Krisa Benskin (Associate; Houston)
Environmental: Devi Chandrasekaran (Associate; Houston)
Regulatory: Brian Finch (Senior Associate; Houston)
For more information, please see Linn Energy, LLC’s news release by clicking here.
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