HOUSTON–(BUSINESS WIRE)–American Midstream Partners, LP (NYSE: AMID) (“Partnership” or “American Midstream”) announced today that it intends to offer, subject to market and other conditions, $300 million in aggregate principal amount of senior unsecured notes due 2021, subject to market and other conditions.
The notes will be offered and sold to qualified institutional buyers in the United States pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), and to persons, other than U.S. persons, outside of the United States pursuant to Regulation S under the Securities Act.
The net proceeds from the private placement will be deposited into escrow pending completion of the Partnership’s previously announced merger (the “Merger”) with JP Energy Partners LP (NYSE: JPEP) (“JP Energy”). Upon release of the net proceeds from escrow at the closing of the Merger, the Partnership expects to use the net proceeds from the offering to repay and terminate the revolving credit facility of JP Energy and to reduce borrowings under the Partnership’s senior secured revolving credit facility.
The Merger is expected to close during the first quarter of 2017, assuming all conditions to closing the Merger have been satisfied. The offering is not a condition to the closing of the Merger. If the closing of the Merger does not occur on or prior to June 30, 2017, or if the merger agreements regarding the Merger are terminated at any time on or prior to that date, then the escrowed funds will be applied to the mandatory redemption of the notes at a price equal to 100% of the initial offering price of the notes, plus accrued and unpaid interest to the redemption date.
The securities to be offered have not been registered under the Securities Act, or any state securities laws. Unless so registered, the securities may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state securities laws.
This press release is being issued pursuant to Rule 135c under the Securities Act, and is neither an offer to sell nor a solicitation of an offer to purchase the notes or any other securities, and shall not constitute an offer to sell, a solicitation of an offer to buy, or a sale of, the notes or any other securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful.
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 AmericanMidstream.com.