Simpson Thacher represented the initial purchasers, led by J.P. Morgan Securities LLC, in connection with a 144A/Regulation S offering of $1.475 billion aggregate principal amount of 5.375% Senior Notes due 2026 and 5.875% Senior Notes due 2029 by Ferrellgas, L.P. (“Ferrellgas”) and Ferrellgas Finance Corp. (together with Ferrellgas, the “Issuers”). The notes are guaranteed on a senior basis by each existing and future subsidiary or general partner of Ferrellgas, subject to certain exceptions.
Simpson Thacher also represented JPMorgan Chase Bank, N.A, as administrative agent, and the lenders in connection with Ferrellgas’s new $350 million revolving credit facility.
The offering of the notes and the entry into the new revolving credit facility were part of a series of refinancing transactions in connection with the restructuring of Ferrellgas Partners, L.P., Ferrellgas’s parent, and Ferrellgas Partners Finance Corp., that was effected through a plan of reorganization under chapter 11 in the United States Bankruptcy Court for the District of Delaware (the “Bankruptcy Court”) substantially on the terms of the Second Amended Prepackaged Joint Chapter 11 Plan of Reorganization of Ferrellgas Partners, L.P. and Ferrellgas Partners Finance Corp. approved by the Bankruptcy Court on March 5, 2021.
The net proceeds of the notes offering, together with cash on hand and the net proceeds from the sale of new senior preferred units by Ferrellgas, were used to satisfy and discharge obligations under the indentures governing all of the Issuers' existing notes, to terminate the existing accounts receivable securitization facility and to pay fees and expenses relating to the restructuring transactions.
Ferrellgas, based in Overland Park, Kansas, serves propane customers in all 50 states, the District of Columbia and Puerto Rico.
The Simpson Thacher team included Art Robinson, David Azarkh, Benjamin Heriaud and Elise Quinones (Capital Markets); Matthew Einbinder, Evan West and Collin Hunt (Banking and Credit); Nicholas Baker (Restructuring); Jonathan Pall (UCC); Timothy Gallagher (Real Estate); Jonathan Cantor and Stefan Golubovic (Tax); Corina McIntyre and Bobbie Burrows (IP); Jennifer Neilsson (ECEB); Michael Isby (Environmental); and Jennie Getsin (Blue Sky).