HOUSTON, Jan. 15, 2014 (GLOBE NEWSWIRE) -- LINN Energy, LLC (Nasdaq:LINE) and LinnCo, LLC (Nasdaq:LNCO) announced today that LINN Energy (the "Company") is offering (the "Offer") to purchase all of the outstanding 10.25% Senior Notes due 2014, 6.75% Senior Notes due 2020 and 6.375% Senior Notes due 2022 (collectively, the "Notes") of Berry Petroleum Company, LLC ("Berry"). On December 16, 2013, Berry became a wholly-owned subsidiary of LINN Energy, which constituted a Change of Control (as defined in the indenture governing each series of the Notes). Pursuant to the terms of the Notes, following a Change of Control, Berry is required to make an offer to purchase all or a portion of each series of Notes at a price of 101% of the aggregate principal amount of Notes repurchased, plus accrued and unpaid interest to, but not including, the date of purchase (the "Change of Control Payment"). The Company has today offered to purchase for the Change of Control Payment all of Berry's outstanding Notes at the price described above. Any Notes that remain outstanding after consummation of the Offer will continue to be obligations of Berry under the indentures governing each series of the Notes.
The Notice and the terms and conditions of the Offer are included in the Notice of Change of Control and Offer to Purchase dated January 15, 2014 and related Letter of Transmittal to be distributed to holders of the Notes.
The Offer will expire at 9:00 a.m., New York City time, on February 14, 2014, unless extended (such time and date, as the same may be extended, the "Expiration Date"). Holders must validly tender their Notes at or prior to the Expiration Date to be eligible to receive the Change of Control Payment.
The Company has retained D.F. King & Co., Inc. to act as the Tender Agent. Questions and requests for additional documents may be directed to the Tender Agent in writing at 48 Wall Street – 22nd Floor, New York, New York 10005.
This announcement does not constitute a notice of redemption under the optional redemption provisions of the indentures, nor is it an offer to purchase or sell, or a solicitation of an offer to purchase or sell, any securities. The offer is being made solely pursuant to the above-described Change of Control Notice and Offer to Purchase dated January 15, 2014 and the related Letter of Transmittal.
About LINN Energy
LINN Energy's mission is to acquire, develop and maximize cash flow from a growing portfolio of long-life oil and natural gas assets. LINN Energy is a top-15 U.S. independent oil and natural gas development company, with approximately 4.8 Tcfe of proved reserves in producing U.S. basins as of December 31, 2012. More information about LINN Energy is available at www.linnenergy.com.
LinnCo was created to enhance LINN Energy's ability to raise additional equity capital to execute on its acquisition and growth strategy. LinnCo is a Delaware limited liability company that has elected to be taxed as a corporation for United States federal income tax purposes, and accordingly its shareholders will receive a Form 1099 in respect of any dividends paid by LinnCo. More information about LinnCo is available at www.linnco.com.
Cautionary Note Regarding Forward-Looking Statements
This press release contains forward-looking statements, which are all statements other than statements of historical facts. These forward-looking statements involve significant risks and uncertainties that could cause actual results to differ materially from those anticipated. Important economic, political, regulatory, legal, technological, competitive and other uncertainties are identified in the documents filed with the SEC by Berry, LINN Energy and LinnCo from time to time, including their respective Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K. The forward-looking statements including in this press release are made only as of the date hereof. None of Berry, LINN Energy nor LinnCo undertakes any obligation to update the forward-looking statements included in this press release to reflect subsequent events or circumstances.
CONTACT: Berry Petroleum Company, LLC, LINN Energy, LLC and LinnCo, LLC Investors & Media: Clay Jeansonne, Vice President, Investor and Public Relations 281-840-4193
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