Chadbourne Represents Initial Purchasers in $1.075 Billion Notes Offering and Banks in New $350 million Term Loan Agreement to Refinance the Ruby Pipeline

Chadbourne & Parke LLP represented the initial purchasers in the issuance and sale by Ruby Pipeline, L.L.C. of $1.075 billion aggregate principal amount of senior unsecured notes. Chadbourne also represented the syndicate of commercial banks in separately extending $350 million unsecured term loan facilities and $25 million unsecured revolving credit facilities to Ruby Pipeline, L.L.C.

Ruby is the first interstate natural gas pipeline to achieve carbon neutrality in its construction and operation.
The senior notes consist of $250 million aggregate principal amount of 4.50% notes due 2017 and $825 million aggregate principal amount of 6.00% notes due 2022.
The deal closed on February 15. Net proceeds of the notes and the term loan, together with certain other corporate funds, were used to refinance Ruby’s senior secured facilities incurred in connection with the greenfield construction of the pipeline.
Ruby Pipeline, L.L.C., which is indirectly owned 50% by El Paso and 50% by GIP, is the owner of the recently completed 683-mile FERC-regulated natural gas transmission system which extends westward from the Opal Hub in Western Wyoming to the Malin Hub in Oregon, near the California border.
Joint lead bookrunners acting on behalf of initial purchasers in the transaction were Barclays Capital Inc., Credit Suisse Securities (USA) LLC and RBS Securities Inc. SG is the administrative agent for the term loan, with DNB Nor Bank ASA and The Bank of Nova Scotia acting as co-syndication agents, and Barclays Bank PLC and Unicredit Bank AG-New York Branch as co-documentation banks. BNP Paribas is the administrative agent for the revolving credit facility.
Working on the notes offering and the bank facilities for Chadbourne were Washington, D.C. office partner Noam Ayali, New York office partners Charles Hord, Marian Baldwin and William G. Cavanagh and New York office associates Alison Kronstadt, Chiraag Kumar, Patrick Narvaez, Kessar Nashat, Kevin Prokup and Noah Pollack.