Conflicts Committee Recommends That Unitholders Accept Energy Transfer Partners, L.P.’s Tender Offer to Purchase Common Uni...
02 Juin 2017 - 3:50AM
PennTex Midstream Partners, LP (the “Partnership”) (NASDAQ:PTXP)
today announced that the Conflicts Committee (“Conflicts
Committee”) of the Board of Directors of the Partnership’s general
partner unanimously determined that the price being offered in the
tender offer by Energy Transfer Partners, L.P. (“ETP”) to acquire
all of the outstanding common units representing limited partner
interests in the Partnership that are not already owned by ETP for
$20.00 per common unit in cash, is fair to the Partnership’s common
unitholders (other than ETP and its affiliates). The Conflicts
Committee recommends, on behalf of the Partnership, that
unitholders accept the tender offer and tender their common units
pursuant to the tender offer.
The Conflicts Committee is composed solely of
independent directors who meet the requirements for membership on
the Conflicts Committee set forth in the Partnership’s agreement of
limited partnership.
The Partnership intends to file a
Solicitation/Recommendation Statement on Schedule 14D-9 with the
U.S. Securities and Exchange Commission ("SEC"). Holders of the
Partnership’s common units are encouraged to review the
Solicitation/Recommendation Statement on Schedule 14D-9 in its
entirety because it contains important information. Holders of
units can obtain a free copy of the Solicitation/Recommendation
Statement on Schedule 14D-9, and any amendments thereto or other
documents filed by the Partnership with respect to the tender
offer, at www.sec.gov.
Advisors
Baker Botts L.L.P. acted as legal counsel to the
Conflicts Committee. Evercore acted as financial advisor to the
Conflicts Committee. Gibson, Dunn & Crutcher LLP served as
legal counsel to Evercore.
About PennTex Midstream Partners, LP
PennTex Midstream Partners, LP provides natural
gas gathering and processing and residue gas and natural gas
liquids transportation services to producers in northern Louisiana.
Energy Transfer Partners, L.P. owns the general partner of the
Partnership. For more information, visit www.penntex.com.
For further information, please direct all inquiries
to:
Investor Relations: Helen Ryoo, Brent Ratliff
or Lyndsay HannahTelephone: (214) 981-0795
Media Relations: Vicki GranadoTelephone: (214)
840-5820
Cautionary Note
Disclosures in this press release contain
certain forward-looking statements within the meaning of the
federal securities laws. Statements that do not relate strictly to
historical or current facts are forward-looking. These statements
contain words such as “if” and “will” and involve risks and
uncertainties including, among others that our business plans may
change as circumstances warrant. Accordingly, investors should not
place undue reliance on forward-looking statements as a prediction
of actual results. Except as otherwise required by applicable
law, the Partnership undertakes no obligation to publicly update or
revise any such forward-looking statements to reflect events or
circumstances that occur, or of which the Partnership becomes
aware, after the date hereof.
Additional Information
This press release does not constitute an offer
to buy or solicitation of an offer to sell any securities. The
Partnership intends to file a solicitation/recommendation
statement on Schedule 14D-9 with the SEC. Any
solicitation/recommendation statement filed by the Partnership that
is required to be mailed to unitholders will be mailed to the
Partnership’s unitholders. INVESTORS AND UNITHOLDERS OF THE
PARTNERSHIP ARE URGED TO READ THESE AND OTHER DOCUMENTS FILED WITH
THE SEC CAREFULLY IN THEIR ENTIRETY IF AND WHEN THEY BECOME
AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION.
Investors and unitholders will be able to obtain free copies of
these documents (if and when available) and other documents filed
with the SEC by the Partnership through the web site maintained by
the SEC at http://www.sec.gov. In addition, any materials
related to Energy Transfer’s unsolicited proposal may be obtained
from the Partnership free of charge by directing a request to
PennTex Midstream Partners, LP, Attn: Investor Relations, 8111
Westchester Drive, Suite 600, Dallas, Texas 75225.
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