WHIPPANY, N.J., (May 10, 2021) — Suburban Propane Partners L.P. announced it intends, subject to market conditions, to offer $650,000,000 aggregate principal amount of senior notes due 2031 in a private placement not registered under the Securities Act of 1933, as amended (the "Securities Act"). Suburban Energy Finance Corp., a wholly-owned direct subsidiary of Suburban, will serve as the co-issuer of the 2031 Senior Notes.
Suburban intends to use the net proceeds from the offering, together with a combination of cash on hand and borrowings under a revolving credit facility, to refinance, by repurchasing or redeeming, (i) all of the outstanding $525,000,000 aggregate principal amount of its 5.50% senior notes due 2024, and (ii) all of the outstanding $250,000,000 aggregate principal amount of its 5.750% Senior Notes due 2025 (together with the 2024 Senior Notes, the "Tender Offer Notes"), including fees and expenses associated with the refinancing. Simultaneously with the launch of this offering of 2031 Senior Notes, Suburban launched a cash tender offer for the Tender Offer Notes.
The 2031 Senior Notes will be offered only (1) in the United States to persons reasonably believed to be qualified institutional buyers in reliance on Rule 144A under the Securities Act and (2) outside the United States to persons other than "U.S. persons" in compliance with Regulation S under the Securities Act. The 2031 Senior Notes have not been registered under the Securities Act or the securities laws of any other jurisdiction and may not be offered or sold in the United States or to, or for the benefit of U.S. persons, except pursuant to an applicable exemption from the registration requirements of the Securities Act and applicable state securities laws.
