Energy capital raises in 2014: Midstream, power sectors continue to bolster YTD raises

As of Oct. 10, the energy industry had raised approximately $71.65 billion of senior debt, $20.85 billion of common equity, $3.73 billion of subordinated debt, $1.66 billion of preferred equity and $275 million of subsidiary trust preferred in 2014. The power sector had raised $45.74 billion of capital, the midstream sector had raised $38.14 billion, the gas utility sector had raised $9.78 billion and the coal sector had raised $4.50 billion.

Natural Resource Partners LP on Oct. 9 completed a private offering of $125 million of senior notes due Oct. 1, 2018. NRP sold $105 million of the notes only to qualified institutional buyers in the U.S. and to eligible non-U.S. persons. It sold $20 million of the notes concurrently in a private place to an affiliate. The issue has a spread to benchmark Treasury of 769.6 basis points. The notes were rated B3 by Moody’s and B+ by Standard & Poor’s Ratings Services.

The partnership intends to use net proceeds from the offering to fund a portion of the purchase price of its pending acquisition of non-operated working interests in oil and gas assets located in the Williston Basin in North Dakota.

Wells Fargo Securities LLC served as the sole underwriter for the $105 million offering.

PostRock Energy Corp. on Oct. 9 completed a secondary offering of 32,113,782 shares of its common stock. The company did not receive any proceeds from the offering.

USD Partners LP on Oct. 8 completed an initial public offering of 9.12 million common units representing limited partner interests at $17 per unit, totaling about $155 million.

The partnership intends to use the net proceeds to make cash distribution, to reimburse fees and expenses related to the offering, to repay indebtedness under credit facility, and to pay fees and expenses for a new senior secured credit agreement. The remaining proceeds will be used for general partnership purposes, including funding of potential future acquisitions and growth projects.

Citigroup Global Markets Inc., Barclays Capital Inc., Credit Suisse Securities (USA) LLC and Merrill Lynch Pierce Fenner & Smith Inc. acted as joint book-running managers.

Breitburn Energy Partners LP on Oct. 7 completed a follow-on offering of 14 million common units representing limited partner interests at $18.64 per unit, totaling approximately $261 million.

The partnership intends to use the net proceeds to reduce outstanding borrowings under its bank credit facility.

Merrill Lynch Pierce Fenner & Smith Inc., Barclays Capital Inc., Citigroup Global Markets Inc., Morgan Stanley & Co. LLC, RBC Capital Markets LLC, UBS Securities LLC, Wells Fargo Securities LLC, Credit Suisse Securities (USA) LLC and J.P. Morgan Securities LLC served as joint book-running managers.

Dynegy Inc. on Oct. 7 completed offerings of $400 million of 5.375% series A mandatory convertible preferred stock at $100 per share and 22.5 million of common stock shares at $31 per share, totaling about $697.5 million.

The company plans to use net proceeds to finance a portion of the purchases prices for acquisition of ownership interests in generation assets of Duke Energy Corp. and Energy Capital Partners.

Morgan Stanley & Co. LLC, Barclays Capital Inc., Credit Suisse Securities (USA) LLC, RBC Capital Markets LLC and UBS Securities LLC acted as joint book-running managers.

ONE Gas Inc. on Oct. 7 completed an offer to exchange $1.2 billion of its senior unsecured notes, comprising $300 million of its 2.070% notes due Feb. 1, 2019; $300 million of its 3.610% notes due Feb. 1, 2024; and $600 million of its 4.658% notes due Feb. 1, 2044.

The company will not receive any proceeds from the exchange offer.

U.S. Bank NA served as exchange agent for the exchange offer.

Atmos Energy Corp. on Oct. 6 completed an offering of $500 million of its 4.125% senior unsecured notes due Oct. 15, 2044. The notes have a spread to benchmark Treasury of 103 basis points. The issue was rated A2 by Moody’s and A- by both S&P and Fitch Ratings.

The company used net proceeds from the offering, together with cash on hand, to repay its $500 million 4.95% senior unsecured notes at maturity on Oct. 15.

Crédit Agricole Securities (USA) Inc., Merrill Lynch Pierce Fenner & Smith Inc., Wells Fargo Securities LLC, BNP Paribas Securities Corp. and RBS Securities Inc. acted as joint book-running managers.

Natural Resource Partners LP on Oct. 6 completed a follow-on offering of 8.5 million common units at $12.02 per unit, totaling about $102.2 million.

The partnership intends to use the net proceeds to fund a portion of the purchase price of the Kaiser-Francis Oil Co. acquisition. If the partnership does not close the acquisition, it expects to use the net proceeds for general partnership purposes, including repayment of indebtedness.

Citigroup Global Markets Inc., Wells Fargo Securities LLC, Merrill Lynch Pierce Fenner & Smith Inc. and UBS Securities LLC served as joint book-running managers.

Northeast Utilities subsidiary Public Service Co. of New Hampshire on Oct. 6 completed an offering of $75 million of its 3.50% first mortgage bonds, series S, due Nov. 1, 2023. The bonds have a spread to benchmark Treasury of 73 basis points. The issue was rated A2 by Moody’s and A by both S&P and Fitch.

The company plans to use the net proceeds to refinance short-term debt previously incurred in the ordinary course of business.

Mizuho Securities USA Inc. and RBS Securities Inc. acted as joint book-running managers.

Alliant Energy Corp. subsidiary Wisconsin Power and Light Co. on Oct. 6 completed an offering of $250 million of 4.10% debentures due Oct. 15, 2044. The debentures have a spread to benchmark Treasury of 98 basis points. The issue was rated A1 by Moody’s and A by S&P.

The company intends to use the net proceeds to reduce commercial paper and for general corporate purposes. Proceeds not used immediately to repay commercial paper would be placed in short-term investments, according to the prospectus.

J.P. Morgan Securities LLC, Merrill Lynch Pierce Fenner & Smith Inc. and Mizuho Securities USA Inc. served as joint book-running managers.

Legacy Reserves LP on Oct. 3 completed a follow-on offering of 10 million common units representing limited partner interests at $27.38 per unit, totaling about $314.9 million, including the overallotment option.

The partnership plans to use the net proceeds for general partnership purposes, including funding future acquisitions or repaying a portion of the borrowings outstanding under its revolving credit facility.

UBS Securities LLC, Merrill Lynch Pierce Fenner & Smith Inc., RBC Capital Markets LLC, Wells Fargo Securities LLC, Barclays Capital Inc., Citigroup Global Markets Inc., J.P. Morgan Securities LLC and Raymond James & Associates Inc. acted as joint book-running managers.

Enterprise Products Partners LP subsidiary Enterprise Products Operating LLC on Oct. 2 completed an offering of $2.75 billion of senior unsecured notes, comprising $800 million of 2.55% notes due Oct. 15, 2019; $1.15 billion of 3.75% notes due Feb. 15, 2025; $400 million of 4.85% notes due March 15, 2044; and $400 million of 4.95% notes due Oct. 15, 2054. The issue was rated Baa1 by Moody’s and BBB+ by S&P and Fitch.

Enterprise Products plans to use net proceeds for repayment of debt, including the amounts outstanding under its 364-day credit agreement or commercial paper program and the amounts outstanding on the maturity of EPO’s $650 million of senior notes G due Oct.15, and for general company purposes.

Citigroup Global Markets Inc., Merrill Lynch Pierce Fenner & Smith Inc., DNB Markets Inc., J.P. Morgan Securities LLC, Morgan Stanley & Co. LLC, RBS Securities Inc., Scotia Capital (USA) Inc., DNB Markets Inc. and UBS Securities LLC served as joint book-running managers.

Black Hills Corp. and subsidiary Cheyenne Light Fuel and Power Co. on Oct. 1 completed an offering $160 million of first mortgage bonds, comprising $75 million of its 4.530% series 2014 bonds due Oct. 20, 2044, and $85 million of its 4.430% series AG bonds, due Oct. 20, 2044.

The company intends to use the proceeds to provide finance to the Cheyenne Prairie Generating Station in Laramie County, Wyo.

JP Energy Partners LP on Oct. 1 completed an initial public offering of 13,750,000 common units representing limited partner interests at $20 per unit, totaling about $275 million.

The partnership intends to use the proceeds to pay estimated offering expenses, to redeem outstanding series D preferred units, to repay outstanding revolving credit facility and to replenish the working capital.

Barclays Capital Inc., Merrill Lynch Pierce Fenner & Smith Inc., RBC Capital Markets LLC and Deutsche Bank Securities Inc. acted as joint book-running managers.

Midcoast Energy Partners LP on Sept. 30 completed a private placement of $400 million of its senior unsecured notes, comprising $75 million of 3.560% series A notes due Sept. 30, 2019; $175 million of 4.040% series B notes due Sept. 30, 2021; and $150 million of 4.420% series C notes due Sept. 30, 2024.

The partnership intends to use the net proceeds to repay short-term debt, to finance a portion of its capital expansion program relating to its core natural gas systems and for general partnership purposes. Pending the use for such purposes, the partnership may temporarily invest some or all of the net proceeds in short-term investment grade securities.

Citigroup Global Markets Inc. served as the placement agent.

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