- Partnership increases interest in Delta House floating production system to 20.14%
- Strategically adds to American Midstream’s leading offshore-to-onshore Gulf Coast system
- Additional Delta House ownership is accretive to 2016 EBITDA and distributable cash flow
- Expects 2016 Adjusted EBITDA to be at higher end of range
HOUSTON–(BUSINESS WIRE)–American Midstream Partners, LP (NYSE: AMID) (“Partnership”) announced today the simultaneous acquisition and closing of additional minority interests in Delta House, a fee-based, semi-submersible floating production system (FPS), and associated oil and gas pipelines in the Gulf Coast, bringing its total equity interest to 20.14%. The Partnership acquired the additional interests from Red Willow Offshore LLC, LLOG Bluewater Holdings LLC, and Ridgewood Energy Corporation (“Acquisition”) for total consideration of approximately $49 million.
The Acquisition is immediately accretive to Adjusted EBITDA and distributable cash flow and is part of the Partnership’s strategy to build a portfolio of complementary assets across multiple strategic basins. As such, Delta House is directly connected into the Destin and Okeanos pipelines, two strategically located pipelines which the Partnership will be operating this quarter. The integration of the combined assets offers increased service to the Partnership’s customers while capturing additional value for unitholders by transporting natural gas and liquids from wellhead through take-away pipeline.
“We are pleased with the performance of Delta House and the associated strong returns since our initial acquisition. We continue to see substantial resource development where the production growth and producer economics in the Gulf of Mexico are exceeding expectations. To take advantage of significant future production growth, we have decided to increase our investment. We are excited about further integrating this strategic asset as part of our long-term Gulf Coast strategy,” stated Lynn Bourdon III, Chairman, President and Chief Executive Officer. “Delta House is a world-class offshore production handling facility which contributes significant long-term, fee-based cash flows backed by large, well-capitalized integrated oil companies.”
The acquisition of additional Delta House interests is accretive to distributable cash flows and further strengthens the Partnership’s leverage profile. The acquisition was funded with the issuance of $35 million, or 2.33 million, Series D convertible preferred units issued to affiliates of ArcLight Capital, LP and approximately $14 million in borrowings under the Partnership’s revolving credit facility. The preferred equity was issued at $15 per unit and will receive preferred distributions equal to the greater of $0.4125 per unit or the distribution paid to the common unitholders. Prior to June 30, 2017, at the option of the Partnership, units can be redeemed at their liquidation value; plus, accrued distributions. After June 30, 2017, ArcLight may cause the Partnership to issue an out-of-the-money warrant agreement for the right to acquire up to 700,000 common units at a strike price of $22 per unit.
As a result of continued strong performance of American Midstream’s existing assets, the Partnership expects to be at the higher end of previously announced 2016 Adjusted EBITDA guidance.
Delta House Overview
Delta House is operated by LLOG Exploration Offshore, L.L.C. and is located in the highly prolific Mississippi Canyon region of the deep-water Gulf of Mexico. The facility has 100,000 barrels of crude oil and 240 million cubic feet of natural gas and liquids per day of peak processing capacity. Cash flows for Delta House are supported by long-term volumetric-tiered fee-based tariffs with ship-or-pay components and life-of-lease dedications with investment grade, well positioned counterparties. Delta House commenced operations in April 2015 and currently has eleven wells online. The eleventh well tie-back was online in mid-October and brought the FPS to peak capacity. Producers are continually evaluating additional tie-backs that would likely keep Delta House operating at peak capacity, enabling strong returns for the foreseeable future.
About American Midstream Partners, LP
Houston-based American Midstream Partners, LP is a growth-oriented limited partnership formed to own, operate, develop and acquire a diversified portfolio of midstream energy assets. The Partnership provides midstream services in Texas, North Dakota, and the Gulf Coast and Southeast regions of the United States. For more information about American Midstream Partners, LP, visit www.americanmidstream.com.
About ArcLight Capital Partners, LLC
ArcLight is one of the leading private equity firms focused on North American energy infrastructure investments. Since its establishment in 2001, ArcLight has invested approximately $17 billion across multiple energy cycles in 99 transactions. Headquartered in Boston, Massachusetts, the firm’s investment team brings extensive energy expertise, industry relationships, and specialized value creation capabilities to its portfolio. More information about ArcLight, as well as a complete list of ArcLight’s portfolio companies can be found at www.arclightcapital.com.
Non-GAAP Financial Measures
This press release includes financial measures in accordance with U.S. generally accepted accounting principles, or GAAP, as well as non-GAAP financial measures, including “Adjusted EBITDA.”
We define distributable cash flow as Adjusted EBITDA, less cash paid for interest expense, normalized maintenance capital expenditures, and distributions related to the Series A, Series C and Series D convertible preferred units. The GAAP financial measure most comparable to distributable cash flow is Net income (loss) attributable to the Partnership.
This press release includes forward-looking statements. These statements relate to, among other things, projections of 2016 financial performance, operational volumetrics and improvements, growth projects, cash flows and capital expenditures. We have used the words “anticipate,” “believe,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “predict,” “project,” “should,” “will,” “potential,” “line-of-sight,” and similar terms and phrases to identify forward-looking statements in this press release. Although we believe the assumptions upon which these forward-looking statements are based are reasonable, any of these assumptions could prove to be inaccurate and the forward-looking statements based on these assumptions could be incorrect. Our operations and future growth involve risks and uncertainties, many of which are outside our control, and any one of which, or a combination of which, could materially affect our results of operations and whether the forward-looking statements ultimately prove to be correct. Actual results and trends in the future may differ materially from those suggested or implied by the forward-looking statements depending on a variety of factors which are described in greater detail in our filings with the SEC. Construction of growth projects is subject to risks beyond our control including cost overruns and delays resulting from numerous factors. In addition, we face risks associated with the integration of acquired businesses, decreased liquidity, increased interest and other expenses, assumption of potential liabilities, diversion of management’s attention, and other risks associated with growth and acquisitions, if consummated. Please see our Risk Factor disclosures included in our Annual Report on Form 10-K for the year ended December 31, 2015, filed with the SEC on March 7, 2016, and Form 10-Q for the quarter ended June 30, 2016, filed with the SEC on August 8, 2016. All future written and oral forward-looking statements attributable to us or persons acting on our behalf are expressly qualified in their entirety by the previous statements. The forward-looking statements herein speak as of the date of this press release. We undertake no obligation to update any information contained herein or to publicly release the results of any revisions to any forward-looking statements that may be made to reflect events or circumstances that occur, or that we become aware of, after the date of this press release.
American Midstream Partners, LP
Mark Buscovich, 713-815-3967
Manager of Finance