October 25, 2016 9:32 AM ET

Oil, Gas and Consumable Fuels

Company Overview of EP Energy LLC

Company Overview

EP Energy LLC acquires, explores, develops, and produces oil, natural gas, and natural gas liquids in the United States. The company’s oil and natural gas properties are located in the Eagle Ford Shale in South Texas; the Wolfcamp Shale in Permian Basin in West Texas; the Altamont field in the Uinta Basin in Northeastern Utah; and the Haynesville Shale in North Louisiana. As of December 31, 2015, it had proved reserves of 546.0 million barrels of oil equivalent. The company is headquartered in Houston, Texas. EP Energy LLC operates as a subsidiary of Enterprise Products Holdings LLC.

1001 Louisiana Street

Houston, TX 77002

United States



Key Executives for EP Energy LLC

Chairman of EP Energy Corporation, Chief Executive Officer and President
Age: 55
Chief Financial Officer and Executive Vice President
Age: 55
Chief Operating Officer and Executive Vice President
Age: 51
Senior Vice President, General Counsel and Corporate Secretary
Age: 51
Senior Vice President of Human Resources & Administrative Services
Age: 53
Compensation as of Fiscal Year 2016.

EP Energy LLC Key Developments

EP Energy LLC Enters into Consent and Exchange Agreement with Lenders

On August 24, 2016, EP Energy LLC (EPE LLC) entered into a consent and exchange agreement in connection with the previously announced offer to the lenders under its Term Loan Agreement dated as of April 24, 2012 (the Existing Term Loan Agreement") to exchange their existing Tranche B-3 term loans maturing May 2018 and Tranche B-2 term loans maturing April 2019 (the Existing Term Loans) for a like principal amount of new term loans (the New Term Loans) with an interest rate of LIBOR plus 8.75%, with a floor of 1.00%, and a maturity date of June 30, 2021, subject to an earlier maturity date in the event that the aggregate principal amount of EPE LLC's existing 9.375% Senior Notes due 2020 exceeds $325 million prior to maturity of such notes. The conditions to the effectiveness of the consent and exchange agreement were satisfied on August 24, 2016. As part of the Exchange, holders of Existing Term Loans in an aggregate principal amount of approximately $582 million, or 95% of the outstanding Existing Term Loans, agreed to exchange their Existing Term Loans for New Term Loans in the Exchange, and EPE LLC paid an amendment fee of 3.0% of the principal amount of Existing Term Loans exchanged by each consenting holder. The New Term Loans are governed by a new term loan agreement and are secured by a lien on the collateral that secures the Existing Term Loans (the Collateral) that is senior in priority to the Existing Term Loans and junior in priority to the liens securing EPE LLC's existing RBL facility. In addition, the new term loan agreement has negative covenants consistent with the Existing Term Loan Agreement, provided that (i) the aggregate principal amount of indebtedness (including the New Term Loans) secured by liens on the Collateral that are pari passu with liens securing the New Term Loans will not be permitted to exceed $612 million and (ii) the basket corresponding to the bank basket" in the Existing Term Loan Agreement will be limited to indebtedness up to an aggregate principal amount of $2,000 million (plus, in the case of any refinancing indebtedness, the additional refinancing amount). The new term loan agreement has a 3.0% prepayment penalty on the principal amount of New Term Loans repaid during the first year, and a 1.0% prepayment penalty on the principal amount of New Term Loans repaid during the second year. In connection with the Exchange, the Consenting Lenders approved an amendment to the Existing Term Loan Agreement to remove the covenants restricting (i) the incurrence of indebtedness and issuance of disqualified stock and preferred stock and (ii) the incurrence and existence of liens. Each lender that did not consent to the Exchange retained its respective Tranche B-2 term loans and Tranche B-3 term loans under the Existing Term Loan Agreement. After giving effect to the Exchange, there are approximately $29 million of Existing Term Loans outstanding.

EP Energy LLC Enters into an Amendment to Senior Secured RBL Facility

On May 2, 2016, EP Energy LLC (EPE LLC) entered into an amendment to its senior secured RBL facility which provided, among other things, as follows: (i) that the interest rates payable on the loans under the RBL Facility were increased by 1.00%; (ii) that between the effective date of the Amendment and March 31, 2018, the requirement that consolidated total debt to EBITDAX ratio not exceed 4.50 to 1.0 was suspended and replaced with a covenant that requires that first lien debt to EBITDAX ratio not exceed 3.50 to 1.0; and that debt buybacks during the Amendment Period are capped at $350.0 million, subject to certain builders and exceptions. In connection with the Amendment, the borrowing base and commitments under the RBL Facility were reduced from $2.75 billion to $1.65 billion, after giving effect to the scheduled April 2016 redetermination of the borrowing base and the completion of the previously announced asset sale. The next scheduled redetermination of the borrowing base will be on or around October 31, 2016.

EP Energy Announces Completion of Tender Offer for 6.875% Senior Secured Notes Due 2019

EP Energy LLC, a wholly-owned subsidiary of EP Energy Corporation announced the completion of its previously announced tender offer to purchase for cash any and all of the outstanding 6.875% Senior Secured Notes due 2019 (the Notes) issued by EP Energy and its wholly-owned subsidiary, Everest Acquisition Finance Inc., as co-issuer. The tender offer expired at 5:00pm, New York City time, on May 27, 2015 (the Expiration Time). EP Energy received tenders from the holders of $480,758,000 aggregate principal amount of the Notes, as reported by the tender agent, by the Expiration Time. EP Energy has accepted for purchase all of the Notes validly tendered (and not validly withdrawn). EP Energy has paid total consideration of $1,037.88 per $1,000 principal amount of the Notes, plus any accrued and unpaid interest from the last interest payment date to, but not including, the payment date.

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