NGPL PipeCo LLC Announces Proposed Private Placement of $550.0 Million Senior Secured Notes

HOUSTON, May 16, 2012 /PRNewswire/ -- NGPL PipeCo LLC (the "Company"), a company engaged in interstate natural gas transportation and storage through its wholly-owned subsidiary, Natural Gas Pipeline Company of America LLC today announced that it intends to commence an offering, subject to market conditions, of $550.0 million in aggregate principal amount of senior secured notes due 2019 (the "Notes") to be offered and sold to qualified institutional buyers in the United States pursuant to Rule 144A and outside the United States pursuant to Regulation S under the Securities Act of 1933, as amended (the "Securities Act").  The Notes will bear interest at a rate to be determined at pricing and will be secured by a first priority lien on the equity of the Company's operating subsidiaries.

The Company intends to use the proceeds of this offering, after the payment of discounts and commissions, fees and expenses, together with other sources of funds, to repurchase any and all of its outstanding 6.514% Senior Notes due 2012 that are tendered to the Company pursuant to a cash tender offer and consent solicitation that was previously announced. 

The Notes have not been registered under the Securities Act or any state securities laws and may not be offered or sold in the United States without registration or an applicable exemption from registration requirements.

This press release is neither an offer to sell nor the solicitation of an offer to purchase the Notes or any other securities and shall not constitute an offer, solicitation or sale in any jurisdiction in which, or to any persons to whom, such an offer, solicitation or sale is unlawful.  Any offers of the Notes will be made only by means of an offering memorandum.

Forward-Looking Statements

Some of the statements in this release may constitute forward-looking statements.  Forward-looking statements are based on our expectations and beliefs concerning future events affecting us, and are subject to uncertainties and factors relating to our operations and business environment, all of which are difficult to predict and many of which are beyond our control.  Because of these uncertainties, you should not put undue reliance on any forward-looking statements.  We make no promise to update any forward-looking statement, whether as a result of changes in underlying factors, new information, future events or otherwise.

All forward-looking statements attributable to us are expressly qualified in their entirety by this cautionary statement.

SOURCE NGPL PipeCo LLC