Archrock, Inc. Announces Completion of Merger Transaction
26 Avril 2018 - 11:18PM
Archrock, Inc. (“Archrock”) (NYSE:AROC) today announced that it has
completed the acquisition of all outstanding common units of
Archrock Partners, L.P. (“Archrock Partners”) (NASDAQ:APLP) that it
did not previously own. As a result of the transaction, Archrock
Partners common units will no longer be publicly traded on the
Nasdaq Global Select Market after April 26, 2018.
“Archrock Partners’ unitholders and Archrock’s stockholders
demonstrated strong support for the merger transaction in
yesterday’s vote,” stated Brad Childers, Archrock's President and
Chief Executive Officer. “The merger strengthens our platform
to capture growth from increasing U.S. natural gas production, and
provides stockholders with enhanced value through a higher expected
dividend growth rate and improved dividend coverage.”
Merger Transaction Highlights
Under the terms of the merger agreement, Archrock has acquired
all of the 41 million outstanding units of Archrock Partners that
it did not already own at a fixed exchange ratio of 1.40 shares of
Archrock common stock for each Archrock Partners common unit.
Archrock expects the following benefits from the merger:
- Simplified capital structure that accelerates deleveraging from
increased retained cash flow and elimination of incentive
distribution rights;
- Cash available for dividend coverage above 2.00x through
2020;
- 10-15 percent targeted annual dividend growth through
2020;
- Immediately accretive to Archrock’s cash available for dividend
per share;
- Lower cost of capital and improved trading liquidity; and
- No cash federal income taxes through at least 2023.
About Archrock
Archrock, Inc. is a pure-play U.S. natural gas contract
compression services business and a leading supplier of aftermarket
services to customers that own compression equipment in the United
States. Archrock is headquartered in Houston, Texas, operating in
the major oil and gas producing regions in the United States, with
approximately 1,700 employees. For more information, visit
www.archrock.com.
Forward-Looking Statements
All statements in this release (and oral statements made
regarding the subjects of this release) other than historical facts
are forward-looking statements within the meaning of Section 21E of
the Securities Exchange Act of 1934, as amended. These
forward-looking statements rely on a number of assumptions
concerning future events and are subject to a number of
uncertainties and factors, many of which are outside the control of
Archrock and Archrock Partners, which could cause actual results to
differ materially from such statements. Forward-looking information
includes, but is not limited to: statements regarding the expected
benefits of the merger transaction to Archrock and Archrock
Partners and their stockholders and unitholders, respectively.
While Archrock and Archrock Partners believe that the
assumptions concerning future events are reasonable, it cautions
that there are inherent difficulties in predicting certain
important factors that could impact the future performance or
results of their businesses. Among the factors that could cause
results to differ materially from those indicated by such
forward-looking statements are: the failure to realize the
anticipated costs savings, synergies and other benefits of the
merger; local, regional and national economic conditions and the
impact they may have on Archrock, Archrock Partners and their
customers; changes in tax laws that impact master limited
partnerships; conditions in the oil and gas industry, including a
sustained decrease in the level of supply or demand for oil or
natural gas or a sustained decrease in the price of oil or natural
gas; the financial condition of Archrock's and Archrock Partners'
customers; any non-performance by customers of their contractual
obligations; changes in customer, employee or supplier
relationships resulting from the transaction; changes in safety,
health, environmental and other regulations; the results of any
reviews, investigations or other proceedings by government
authorities; the results of any shareholder actions that may be
filed relating to the restatement of Archrock's financial
statements; the potential additional costs relating to Archrock's
restatement, cost-sharing with Exterran Corporation and to
addressing any reviews, investigations or other proceedings by
government authorities or shareholder actions; and the performance
of Archrock Partners.
These forward-looking statements are also affected by the risk
factors, forward-looking statements and challenges and
uncertainties described in each of Archrock’s and Archrock
Partners’ Annual Reports on Form 10-K for the year ended December
31, 2017, and those set forth from time to time in each party’s
filings with the Securities and Exchange Commission,, which are
available at www.archrock.com. Except as required by law, Archrock
and Archrock Partners expressly disclaim any intention or
obligation to revise or update any forward-looking statements
whether as a result of new information, future events or
otherwise.
SOURCE: Archrock, Inc.
For information,
contact:
Paul Burkhart, Vice President
Finance281-836-8688Investor.relations@archrock.com
Archrock Partners, L.P. (NASDAQ:APLP)
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