HOUSTON--(BUSINESS WIRE)--Aug. 31, 2015--
Crestwood Equity Partners LP (NYSE:CEQP) (“Crestwood Equity”) and Crestwood
Midstream Partners LP (NYSE:CMLP) (“Crestwood Midstream”) announced
today that Crestwood Equity’s Registration Statement on Form S-4 has
been declared effective by the Securities and Exchange Commission
(“SEC”), and that Crestwood Midstream has filed a proxy statement with
the SEC. Crestwood Midstream will hold a special meeting for its
unitholders to vote on proposals related to the merger on September 30,
2015 at 10:00 a.m. Central Time, at 700 Louisiana Street, Suite 2550,
Houston, TX 77002.
Crestwood Midstream unitholders of record at the close of business on
August 24, 2015, will be entitled to receive notice of and to vote at
the special meeting, and Crestwood Midstream will commence mailing proxy
materials to its unitholders on or about September 1, 2015. At the
special meeting, Crestwood Midstream unitholders will meet to (i)
consider and vote upon the approval of the Agreement and Plan of Merger
dated as of May 5, 2015, by and among Crestwood Equity, Crestwood Equity
GP LLC, CEQP ST SUB LLC, MGP GP, LLC, Crestwood Midstream Holdings LP,
Crestwood Midstream, Crestwood Midstream GP LLC, and Crestwood Gas
Services GP LLC, as it may be amended from time to time, and the merger
transactions contemplated thereby; (ii) consider and vote upon the
approval of the proposal to adjourn the special meeting, if necessary,
to solicit additional proxies if there are not sufficient votes to
approve the merger agreement; and (iii) transact such other business as
may properly be presented at the meeting or any adjournments or
postponements of the meeting.
On May 5, 2015, Crestwood Equity and Crestwood Midstream announced they
had entered into a definitive agreement to merge the two publicly traded
partnerships and simplify Crestwood’s corporate structure into a single
publicly traded partnership. As part of the merger consideration,
Crestwood Midstream common unitholders and preferred unitholders, other
than Crestwood Equity or its subsidiaries (the “Crestwood Midstream
preferred unitholders,” and together with the Crestwood Midstream common
unitholders, “the Crestwood Midstream unitholders”), will become
unitholders of Crestwood Equity in a tax free exchange, with Crestwood
Midstream unitholders receiving 2.75 common units of Crestwood Equity
for each unit held at the completion of the merger. Following the
merger, Crestwood Midstream common units will cease to be listed on the
NYSE and its incentive distribution rights will be eliminated.
Forward-Looking Statements
The statements in this news release regarding future events,
occurrences, circumstances, activities, performance, outcomes and
results are forward-looking statements. Although these statements
reflect the current views, assumptions and expectations of Crestwood’s
management, the matters addressed herein are subject to numerous risks
and uncertainties which could cause actual activities, performance,
outcomes and results to differ materially from those indicated. Such
forward-looking statements include, but are not limited to, statements
about the future financial and operating results, objectives,
expectations and intentions and other statements that are not historical
facts. Factors that could result in such differences or otherwise
materially affect Crestwood’s financial condition, results of operations
and cash flows include, without limitation, the possibility that
expected synergies will not be realized, or will not be realized within
the expected timeframe; fluctuations in crude oil, natural gas and NGL
prices; the extent and success of drilling efforts, as well as the
extent and quality of natural gas and crude oil volumes produced within
proximity of Crestwood assets; failure or delays by customers in
achieving expected production in their oil and gas projects; competitive
conditions in the industry and their impact on our ability to connect
supplies to Crestwood gathering, processing and transportation assets or
systems; actions or inactions taken or non-performance by third parties,
including suppliers, contractors, operators, processors, transporters
and customers; the ability of Crestwood to consummate acquisitions,
successfully integrate the acquired businesses, realize any cost savings
and other synergies from any acquisition; changes in the availability
and cost of capital; operating hazards, natural disasters,
weather-related delays, casualty losses and other matters beyond
Crestwood’s control; timely receipt of necessary government approvals
and permits, the ability of Crestwood to control the costs of
construction, including costs of materials, labor and right-of-way and
other factors that may impact Crestwood’s ability to complete projects
within budget and on schedule; the effects of existing and future laws
and governmental regulations, including environmental and climate change
requirements; the effects of existing and future litigation; and risks
related to the substantial indebtedness, of either company, as well as
other factors disclosed in Crestwood Equity’s and Crestwood Midstream’s
filings with the U.S. Securities and Exchange Commission (the “SEC”).
You should read filings made by Crestwood with the SEC, including Annual
Reports on Form 10-K and the most recent Quarterly Reports on Form 10-Q
and Current Reports on Form 8-K for a more extensive list of factors
that could affect results. Readers are cautioned not to place undue
reliance on forward-looking statements, which reflect management’s view
only as of the date made. Crestwood does not assume any obligation to
update these forward-looking statements.
Additional Information and Where to Find It
This news release contains information about the proposed merger
involving Crestwood Equity and Crestwood Midstream. In connection with
the proposed merger, Crestwood Equity has filed with the SEC a
registration statement on Form S-4 that includes a proxy
statement/prospectus for the unitholders of Crestwood Midstream.
Crestwood Midstream will mail the final proxy statement/prospectus to
its unitholders. INVESTORS AND UNITHOLDERS ARE URGED TO READ THE PROXY
STATEMENT/PROSPECTUS AND OTHER RELEVANT DOCUMENTS FILED OR TO BE FILED
WITH THE SEC CAREFULLY BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT
CRESTWOOD EQUITY, CRESTWOOD MIDSTREAM, THE PROPOSED MERGER AND RELATED
MATTERS. Investors and unitholders may obtain free copies of the proxy
statement/prospectus and other documents filed with the SEC by Crestwood
through the website maintained by the SEC at www.sec.gov.
In addition, investors and unitholders may obtain free copies of
documents filed by Crestwood with the SEC from Crestwood’s website, www.crestwoodlp.com.
Participants in the Solicitation
Crestwood Equity, Crestwood Midstream, and their respective general
partner’s directors and executive officers may be deemed to be
participants in the solicitation of proxies from the unitholders of
Crestwood Midstream in respect of the proposed merger transaction.
Information regarding the persons who may, under the rules of the SEC,
be deemed participants in the solicitation of the unitholders of
Crestwood Midstream in connection with the proposed transaction,
including a description of their direct or indirect interests, by
security holdings or otherwise, is set forth in the proxy
statement/prospectus filed with the SEC. Information regarding Crestwood
Midstream’s directors and executive officers is contained in Crestwood
Midstream’s Annual Report on Form 10-K for the year ended December 31,
2014, which was filed with the SEC on March 2, 2015, and any subsequent
statements of changes in beneficial ownership filed with the SEC.
Information regarding Crestwood Equity’s directors and executive
officers is contained in Crestwood Equity’s Annual Report on Form 10-K
for the year ended December 31, 2014, which was filed with the SEC on
March 2, 2015, and any subsequent statements of changes in beneficial
ownership filed with the SEC. Free copies of these documents may be
obtained from the sources described above.
About Crestwood Equity Partners LP
Houston, Texas, based Crestwood Equity (NYSE: CEQP) is a master limited
partnership that owns the general partner interest, the incentive
distribution rights and an approximate 4% limited partner interest of
Crestwood Midstream. In addition, Crestwood Equity operates an NGL
supply and logistics business that serves customers in the United States
and Canada.
About Crestwood Midstream Partners LP
Houston, Texas, based Crestwood Midstream (NYSE: CMLP) is a master
limited partnership that owns and operates midstream businesses in
multiple unconventional shale resource plays across the United States.
Crestwood Midstream is engaged in the gathering, processing, treating,
compression, storage and transportation of natural gas; storage,
transportation and terminalling of NGLs; and gathering, storage,
terminalling and marketing of crude oil.
View source version on businesswire.com: http://www.businesswire.com/news/home/20150831005417/en/
Source: Crestwood Equity Partners LP and Crestwood Midstream Partners LP
Crestwood Equity Partners LP
Crestwood Midstream Partners
LP
Investor Contact
Josh Wannarka, 713-380-3081
josh.wannarka@crestwoodlp.com
Vice
President, Investor Relations