8-KMaterial AgreementsFinancial EventsExhibits & Filings

Targa Resources Corp. 8-K Report, Material Agreement (Dec 3, 2019)

Filed December 3, 2019For Securities:TRGP

Summary

Targa Resources Corp. (TRGP), through its subsidiary Targa Resources Partners LP, has completed a $1 billion offering of 5.5% senior unsecured notes due 2030. This filing details the Indenture governing these notes, establishing terms for interest payments, maturity, and redemption options. A key aspect for investors is the set of covenants outlined in the Indenture, which restrict the company's ability to incur additional debt, pay distributions, make investments, and engage in other financial activities. However, these covenants can be significantly eased if the notes achieve investment grade ratings from Moody's or S&P and no default is ongoing. The company also entered into a Registration Rights Agreement, obligating Targa Resources Partners LP to use commercially reasonable efforts to conduct an exchange offer or file a shelf registration statement to allow for the resale of these notes, typically within 370 days of issuance. Failure to meet these obligations will result in liquidated damages in the form of additional interest payments. The net proceeds from this offering are intended for repaying existing credit facility borrowings and for general partnership purposes, including potential debt repayment, working capital, and capital expenditures.

Key Highlights

  • 1Targa Resources Partners LP issued $1 billion of 5.5% senior unsecured notes due March 1, 2030.
  • 2The notes are guaranteed on a senior unsecured basis by certain Targa Resources subsidiaries.
  • 3The Indenture includes covenants that restrict debt incurrence, distributions, investments, liens, affiliate transactions, mergers, and asset sales.
  • 4Many restrictive covenants may terminate if the notes achieve investment grade ratings from Moody's or S&P and no default exists.
  • 5A Registration Rights Agreement mandates efforts to allow for the resale of the notes via an exchange offer or shelf registration, with liquidated damages for non-compliance.
  • 6Proceeds are allocated to repaying credit facility borrowings and for general corporate purposes, including potential redemptions, working capital, and capital expenditures.
  • 7The offering was conducted under exemptions from Securities Act registration, selling to qualified institutional buyers and non-U.S. persons.

Frequently Asked Questions

This 8-K filing primarily announces the entry into a Material Definitive Agreement concerning the issuance of $1 billion in senior unsecured notes by Targa Resources Partners LP and its subsidiary. It details the terms of the Indenture governing these notes and the related Registration Rights Agreement.

While the covenants restrict the company's actions, they offer investors protection by limiting the company's ability to take on excessive debt, distribute capital, or make risky investments without scrutiny. Furthermore, the provision for covenant relief upon achieving investment-grade ratings suggests the company's commitment to financial health and improved credit standing.

The Registration Rights Agreement ensures that the holders of these notes will eventually have the ability to resell them in the public market, either through an exchange offer for registered notes or a shelf registration statement. This provides liquidity and reduces the long-term risk associated with holding restricted securities.

Targa Resources Partners LP intends to use the net proceeds from this offering to repay borrowings under its credit facilities and for general partnership purposes. These purposes may include redeeming or repurchasing outstanding senior notes, repaying other indebtedness, funding working capital needs, and financing capital expenditures or acquisitions.