OKLAHOMA CITY, Feb. 16, 2021 /PRNewswire/ -- OGE Energy
Corp. (NYSE: OGE), the parent company of Oklahoma Gas and Electric
Company ("OG&E"), and holder of 25.5 percent limited partner
interest and 50 percent general partner interest in Enable
Midstream Partners LP (NYSE: ENBL), today announced its support of
the merger agreement between Energy Transfer LP (NYSE: ET) and
Enable Midstream Partners LP.
"While we are pleased to announce our support of the merger
agreement between Energy Transfer and Enable, our full attention is
on the unprecedented winter weather that is impacting our region
and our customers. Members of our utility have been working
diligently with the Southwest Power Pool and state and local
leaders to ensure that our customers have power during this extreme
cold weather outbreak," said Sean
Trauschke, Chairman, President, and CEO of OGE Energy
"Due to our current focus on our customers, we will provide
additional details on our earnings call on Thursday, February 25th.
This transaction adds value for our shareholders and the
communities we serve, and places OGE on a clear path to becoming a
pure-play electric utility. The transaction significantly
enhances the liquidity of our midstream position and affords us
flexibility to exit this investment in a manner that maximizes
value for OGE Energy shareholders."
Under the terms of the merger
agreement, Energy Transfer will acquire all outstanding limited
partnership ("LP") units of Enable through a unit-for-unit exchange
ratio of 0.8595x. OGE Energy Corp. will own approximately 3%
of the outstanding LP units of Energy Transfer immediately after
the consummation of the merger.
As part of the transaction, Energy Transfer will also acquire
the General Partner interests from OGE Energy Corp. and CenterPoint
Energy for $10 million in aggregate
cash consideration. In addition, upon closing of the
transaction, CenterPoint Energy will pay OGE Energy Corp.
Repositions Company on Path to Pure-play Electric
"Over the years, we have grown a modestly sized gas
pipeline business into a publicly traded MLP that has returned over
$1 billion in cash distributions to
OGE," said Mr. Trauschke. "Those distributions were used to
help fund our annual dividends to shareholders and invest in our
regulated utility business without the need to issue
This proposed merger transaction will result in a stronger, much
larger midstream company, transforming our investment into a
passive one, albeit with increased flexibility and liquidity
necessary to accomplish an exit in a manner that was previously
unavailable with Enable units."
Mr. Trauschke continues, "However, with today's announcement, we
are taking the first step of our plan to exit our midstream
investment, becoming a pure-play electric utility focused on
investing in our electric infrastructure and bringing outstanding
service, jobs and economic development to the communities of
Oklahoma and Arkansas.
We remain committed to maintaining and prudently growing our
current dividend, which along with earnings growth underpinned by
our electric utility business, will continue to drive an attractive
risk-adjusted total return proposition for our shareholders. The
strength of our balance sheet remains a competitive advantage for
our company and will continue to support our capital allocation
Approvals and Time to Close
This transaction is expected to close in 2021, subject to the
expiration or termination of the waiting period under the
Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended,
and customary closing conditions.
Lazard and Morgan Stanley & Co. LLC are serving as financial
advisors and Jones Day is acting as
legal advisor to OGE Energy in connection with the transaction.
Conference Call and Webcast Details
OGE Energy Corp. will provide more details related to these
matters when it hosts its live webcast to discuss the financial
results of 2020 and the 2021 outlook on Thursday, February 25, at 8 a.m. CST. The conference will be available
About OGE Energy Corp.
OGE Energy Corp. is the parent company of OG&E, a regulated
electric utility with approximately 865,000 customers in
Oklahoma and western
Arkansas. In addition, OGE holds a 25.5 percent limited
partner interest and a 50 percent general partner interest of
Enable Midstream Partners LP, created by the merger of OGE's Enogex
LLC midstream subsidiary and the pipeline and field services
businesses of Houston-based
This news release includes forward-looking statements. Actual
events and results may differ materially from those projected. The
statements in this news release regarding the anticipated closing
of the announced transaction, including anticipated benefits, and
other statements that are not historical facts are forward-looking
statements. Each forward-looking statement contained in this
release speaks only as of the date of this release. Factors that
could affect actual results include the satisfaction or waiver of
the conditions to closing the transaction, the receipt of
applicable regulatory approvals and the termination rights of the
parties the agreement for the transaction, and other factors
discussed in OGE Energy Corp.'s. filings with the SEC, including
its Annual Report on Form 10-K for the fiscal year ended
December 31, 2019, and subsequent
Quarterly Reports on Form 10-Q and other filings with the SEC.
This news release does not constitute an offer to sell or a
solicitation of an offer to buy any securities described herein,
nor shall there be any sale of such securities in any state or
jurisdiction in which such an offer, solicitation or sale would be
unlawful prior to registration or qualification under the
securities laws of any such jurisdiction. Any such offering may be
made only by means of a prospectus.
SOURCE OGE Energy Corp.