FHRHC Announces Expiration of Its Consent Solicitation
OREANDA-NEWS. Flint Hills Resources Houston Chemical, LLC ("FHRHC" or the "Company") today announced that as of 5:00 p.m., New York City time, on October 21, 2014 (the "Expiration Time"), the previously announced solicitation of consents (the "Consent Solicitation") from holders of the outstanding 6.25% Senior Notes due 2020 (the "Notes") of the Company and FHR Houston Chemical Finance Corp. ("Finance Corp.," and together with the Company, the "Issuers") to approve amendments (the "Amendments") to the indenture governing the Notes (the "Indenture") had expired. The Issuers received valid consents from the holders of a majority in aggregate principal amount of the Notes (such consents, the "Requisite Consents"), thereby approving the Amendments.
The Company will promptly make a cash payment (the "Consent Payment") of USD 5.00 per USD 1,000 in aggregate principal amount of Notes held by each holder of Notes as of October 6, 2014 (the "Record Date") who validly delivered and did not revoke its consent prior to the Expiration Time.
Promptly following the payment of the Consent Payment, the Issuers and Wells Fargo Bank, National Association, as trustee, will enter into a supplemental indenture with respect to the Indenture reflecting the Amendments (the "Supplemental Indenture").
The Amendments will amend Section 4.03 of the Indenture to replace the requirement that the Company file reports with the Securities and Exchange Commission with a requirement that the Company provide holders of the Notes with a specified set of information that is more typical of debt securities issued in a Rule 144A-for-life transaction. The Amendments will also amend Section 5.01(a) of the Indenture to remove the prohibition on the consolidation or merger of Finance Corp. with or into an entity that is not a corporation.
Holders of Notes for which no consent was delivered prior to the Expiration Time will be bound by the Supplemental Indenture, and will not be entitled to receive the Consent Payment.
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