Inergy Announces Amendments To Pending Maximum Tender Offer For Its Outstanding Senior Notes Due In 2021 And 2018

Inergy, L.P. (NYSE:NRGY) announced today amendments to the Maximum Tender Offer for its outstanding 6.875% Senior Notes due 2021 and 7% Senior Notes due 2018 that commenced December 7, 2011. Inergy’s pending Any and All Offer for its outstanding 8.75% Senior Notes due 2015 is unaffected by the amendments.

In the Maximum Tender Offer, Inergy is now offering to purchase up to $150 million aggregate principal amount (the “Aggregate Maximum Tender Amount”) of its outstanding 6.875% Senior Notes due 2021 and 7% Senior Notes due 2018, subject to purchase in accordance with the Acceptance Priority Level for each series and possible proration as described in the Offer to Purchase dated December 7, 2011. Due in part to lesser proceeds than originally expected from Inergy’s subsidiary IPO, Inergy has elected to reduce the Aggregate Maximum Tender amount, which results in a smaller amount of debt outstanding under its revolving bank credit facility.

The amendments also extend the early tender date and the withdrawal deadline for the Maximum Tender Offer to 5:00 p.m., New York City time, on December 28, 2011, in each case unless further extended. There is no change, however, to the expiration time for the Maximum Tender Offer, which remains at 11:59 p.m., New York City time, on January 5, 2012, unless extended, or to the consideration being offered.

The table below summarizes some of the terms of the Maximum Tender Offer:

			CUSIP Number			Aggregate Principal Amount Outstanding			Dollars per $1,000 Principal Amount of Notes									Acceptance Priority Level
Title of Note									Tender Offer Consideration			Consent Payment/ Early Tender Premium			Total Consideration
6.875% Senior Notes due 2021			45661TAK7 and 45661TAL5			$ 750,000,000			$ 995.00			$ 30.00			$1,025.00			1
7% Senior Notes due 2018			45661TAJ0 and 45661TAM3			$ 600,000,000			$1,010.00			$ 30.00			$1,040.00			2

Holders of notes subject to the Maximum Tender Offer must tender their notes before the early tender date, which has been extended to 5:00 p.m., New York City time, on December 28, 2011, unless further extended, to be eligible to receive the total consideration, which includes an early tender premium of $30.00 per $1,000 principal amount of notes. Holders who tender their notes after the early tender date will be eligible to receive only the tender offer consideration indicated in the table above. Holders who tender their notes before the withdrawal deadline, which has been extended to 5:00 p.m., New York City time, on December 28, 2011, unless further extended, may not withdraw their notes after the withdrawal deadline, unless otherwise required by law. Holders who tender their notes after the withdrawal deadline may not withdraw their notes, unless otherwise required by law.

If at the early tender date the aggregate principal amount of notes tendered in the Maximum Tender Offer exceeds the Aggregate Maximum Tender Amount, Inergy may opt not to accept any additional notes tendered after the early tender date. If it exercises that option, Inergy will purchase such notes in accordance with their Acceptance Priority Level indicated in the table above and proration will be determined in accordance with the terms of the Maximum Tender Offer as of the early tender date.

Holders whose notes are purchased in the Maximum Tender Offer will also receive accrued and unpaid interest to the applicable settlement date.

The Maximum Tender Offer is conditioned upon the satisfaction or waiver of certain conditions, including the closing of the pending initial public offering of the common units of our subsidiary, Inergy Midstream, L.P.

Subject to the satisfaction or waiver by Inergy of the conditions to the Maximum Tender Offer, the initial settlement date for this tender offer is expected to follow promptly after the early tender date, as described above, with respect to notes tendered and not withdrawn prior to that time. A final settlement date will follow promptly after the expiration date with respect to notes tendered after the early tender date and accepted for purchase.

Inergy has retained Barclays Capital Inc., Morgan Stanley & Co. LLC and SunTrust Robinson Humphrey, Inc. as joint dealer managers, and D.F. King & Co., Inc. as the depositary and the information agent, for both the Maximum Tender Offer and the Any and All Offer.

Requests for documents may be directed to D.F. King & Co., Inc. by telephone at [phone] or [phone] (banks and brokers). Questions regarding the tender offers may be directed to any of Barclays Capital Inc. toll-free at [phone] or collect at [phone], Morgan Stanley & Co. LLC at [phone] or SunTrust Robinson Humphrey, Inc. at [phone].

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