CHICAGO -- Peoples Energy Corporation (NYSE:PGL) today announced the commencement of a
consent solicitation relating to its 6.
The tender offers and
consent solicitations for the Notes are only being made pursuant to the tender offer and
consent solicitation documents as heretofore amended and as amended hereby, including the Offer to Purchase, including the documents incorporated, or deemed incorporated, by reference therein.
The record date for the
consent solicitation is the close of business, New York City time, on Friday, January 26, 2007.
The purpose of the
Consent Solicitation is (i) to resolve an inconsistency in the inclusion of certain expenses, but not the income, of Restricted Subsidiaries in the calculation of the "Consolidated Coverage Ratio," a test which KCS and some of its subsidiaries must meet to take certain actions, by amending the definition of "Consolidated Interest Expense" in the Indenture, (ii) to permit the inclusion of certain expense items in permitted refinancings by defining "Refinancing Indebtedness" to include such items and (iii) to obtain waivers of any defaults arising from actions taken in the absence of these proposed amendments, all as described in the
consent solicitation statement dated January 29, 2007 (the "
Consent Solicitation Statement").
The tender offers and
consent solicitations are made upon the terms and conditions set forth in the Offer to Purchase and
Consent Solicitation Statement dated January 10, 2007 (the "Statement") and the related Letter of Transmittal and Consent as amended hereby.
88089PAC7 and 88089PAD5) (collectively, the "Notes") and related
consent solicitations pursuant to the Offer to Purchase and
Consent Solicitation Statement dated January 10, 2007 (the "Offer to Purchase").
00% Exchangeable Senior Notes due 2026 pursuant to a separate
consent solicitation with respect to such notes.
Following discussions with "The Ad Hoc Committee of Unsecured Noteholders of Equity Office Properties Trust," EOP Operating Limited Partnership has amended further the terms of the tender offers to provide that the "total consideration," as defined in EOP Operating Limited Partnership's Offer to Purchase and
Consent Solicitation Statement dated December 26, 2006 (the "Offer to Purchase"), for each of the 7.
In addition, EOP Operating Limited Partnership indicated that its previously announced
consent solicitation with respect to its 4.
Under the terms of the tender offers as previously amended and as amended hereby, the "total consideration," as defined in EOP Operating Limited Partnership's Offer to Purchase and
Consent Solicitation Statement dated December 26, 2006 (the "Offer to Purchase"), for each of the 7.
Further details about the terms and conditions of the tender offers and
consent solicitations relating to the notes are set forth in the Offer to Purchase and
consent Solicitation Statement dated December 26, 2006 and the related Consent and Letter of Transmittal and the press releases dated December 29, 2006 and January 2, 2007 amending the tender offers and
consent solicitations.
Under the terms of the tender offers as amended, the "total consideration," as defined in EOP Operating Limited Partnership's Offer to Purchase and
Consent Solicitation Statement dated December 26, 2006 (the "Offer to Purchase"), for each series of Notes is now subject to a minimum price of $1,000 per $1,000 principal amount of Notes.
