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EPL Oil & Gas, Inc. Announces Pricing Of $300 Million Private Placement Of 8.25% Senior Notes Due 2018

Stocks in this article: EPL

NEW ORLEANS, La., Oct. 18, 2012 (GLOBE NEWSWIRE) -- EPL Oil & Gas, Inc. ("EPL" or the "Company") (NYSE:EPL) announced today the pricing of its private placement pursuant to Rule 144A and Regulation S under the Securities Act of 1933, as amended (the "Securities Act"), to eligible purchasers $300 million in aggregate principal amount of 8.25% senior unsecured notes due 2018 (the "Senior Notes"). The offering size represents an increase of $50 million over the Company's previously announced intention to offer $250 million in aggregate principal amount of its Senior Notes. The net proceeds from the private placement of the Senior Notes, after deducting the initial purchasers' discount and estimated offering expenses payable by EPL, are expected to be approximately $288 million. The Senior Notes will be fully and unconditionally guaranteed, jointly and severally, on an unsecured, senior basis, by all of EPL's existing material subsidiaries. The closing of the offering of the Senior Notes is expected to occur on or about October 25, 2012.

The net proceeds from the sale of Senior Notes will be deposited into escrow pending completion of the Company's previously-announced acquisition from Hilcorp Energy GOM Holdings, LLC of 100% of the issued and outstanding member interests of Hilcorp Energy GOM, LLC, which owns certain shallow-water Gulf of Mexico shelf oil and natural gas interests (the "Hilcorp Acquisition"). Upon release of the net proceeds from escrow at the closing of the Hilcorp Acquisition, EPL will use those net proceeds to fund a portion of the purchase price for the Hilcorp Acquisition.

As previously announced, EPL received a commitment from BMO Capital Markets and its affiliates to provide the financing necessary to complete the Hilcorp Acquisition through an amendment and restatement of EPL's senior credit facility, which, among other things, increases the facility size from $250 million to $750 million and extends the maturity to the date four years after the closing date. In addition, the borrowing base under this expanded credit facility will be increased from $200 million to $425 million in conjunction with the Hilcorp Acquisition. The effectiveness of the amendment and restatement of the senior credit facility and the increase in the maximum availability under EPL's senior credit facility is subject to the satisfaction of certain terms and conditions, including the closing of the Hilcorp Acquisition. As of June 30, 2012, on an as adjusted basis, after giving effect to this increase in EPL's senior credit facility's maximum availability and borrowings under EPL's senior credit facility and the application thereof to fund a portion of the purchase price and related expenses of the Hilcorp Acquisition and the completion of the transactions contemplated by the Hilcorp Acquisition, EPL estimates that it would have approximately $230 million in availability under its senior credit facility.

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