Crestwood Midstream Partners LP (NYSE:CMLP) (“Crestwood
Midstream” or “Crestwood”), Inergy, L.P. (NYSE:NRGY) (“Inergy
L.P.”) and Inergy Midstream, L.P. (NYSE:NRGM) (“Inergy Midstream”
and, together with Inergy L.P., “Inergy”) today announced the
composition of the Boards of Directors of Inergy GP, LLC (“Inergy
GP”), the general partner of Inergy L.P., and NRGM GP, LLC (“Inergy
Midstream GP”), the general partner of Inergy Midstream,
immediately following completion of the previously announced merger
of Crestwood with a subsidiary of Inergy Midstream (the “proposed
merger”).
“The new boards comprise an impressive and diverse group of
individuals with a wide breadth of experience and talent,” said
Robert G. Phillips, Chairman, President and Chief Executive Officer
of Crestwood and Inergy. “When the final step of the merger is
completed, I look forward to working alongside these outstanding
directors to continue building the industry’s next great midstream
partnership and generate enhanced value for our unitholders.”
The directors were chosen for their wide variety of expertise,
qualifications, attributes and skills, including corporate
governance and board service, executive management, finance and
accounting, operations, strategy, technology, investor relations,
energy industry experience, and public service.
The directors of the Inergy GP Board, upon completion of the
proposed merger, will be as follows:
- Robert G. Phillips - Chairman
- Alvin Bledsoe
- Michael G. France
- Warren H. Gfeller
- Arthur B. Krause
- Randy E. Moeder
- John J. Sherman
- John W. Somerhalder II
- David M. Wood
The directors of the Inergy Midstream GP Board, upon completion
of the proposed merger, will be as follows:
- Robert G. Phillips - Chairman
- Alvin Bledsoe
- Michael G. France
- Philip D. Gettig
- Warren H. Gfeller
- David Lumpkins
- John J. Sherman
- David M. Wood
Robert G. Phillips was appointed Chairman, President
and Chief Executive Officer of Crestwood Gas Services GP LLC in
October 2010 and of Inergy GP and Inergy Midstream GP in June 2013.
Mr. Phillips was previously the President and Chief Executive
Officer of Enterprise Products Partners L.P. He has served as
Chairman and Chief Executive Officer of GulfTerra Energy Partners,
L.P., and he was the Chairman, President and Chief Executive
Officer of Eastex Energy, Inc. Mr. Phillips has previously served
as a director and a member of the audit committee of Pride
International, Inc. and as a director of Enterprise Products
Partners L.P. and Enterprise GP Holdings L.P.
Alvin Bledsoe was appointed to the Board of
Directors of Crestwood Gas Services GP LLC in July 2007 and he will
be joining the Boards of Directors of Inergy GP and Inergy
Midstream GP on October 7, 2013. Prior to his retirement in 2005,
Mr. Bledsoe served as a certified public accountant for 33 years at
Pricewaterhouse Coopers LLP. Since 2011, Mr. Bledsoe has served as
a director and as chair of the audit committee of SunCoke Energy,
Inc. (NYSE:SXC).
Michael G. France was appointed to the Board of
Directors of Crestwood Gas Services GP LLC in October 2010 and of
Inergy GP and Inergy Midstream GP in June 2013. Mr. France is a
Managing Director at First Reserve Corporation, which he joined in
2007. Mr. France has previously served as a director of Cobalt
International Energy, Inc.
Philip D. Gettig was appointed to the Board of
Directors of Crestwood Gas Services GP LLC in July 2007 and he will
be joining the Board of Directors of Inergy Midstream GP on October
7, 2013. Mr. Gettig was Managing Senior Counsel of Union Pacific
Resources Corporation as well as General Counsel of Union Pacific
Fuels, Inc. He also served as the Vice President, General Counsel
and Secretary of Prism Gas Systems I, L.P.
Warren H. Gfeller was appointed to the Board of
Directors of Inergy GP in July 2001 and the Board of Directors of
Inergy Midstream GP in December 2011. Mr. Gfeller is currently a
private investor and previously served as President and Chief
Executive Officer of Ferrellgas Partners, L.P.
Arthur B. Krause was appointed to the Board of
Directors of Inergy GP in May 2003 and the Board of Directors of
Inergy Midstream GP in December, 2011. Mr. Krause retired from
Sprint Corporation as Executive Vice President and Chief Financial
Officer in 2002. He currently serves as a director of Westar
Energy, Inc. (NYSE:WR).
David Lumpkins will be joining the Board of
Directors of Inergy Midstream GP Board on October 7, 2013. He
currently serves as the Executive Chairman of the Board of
PetroLogistics GP LLC, the General Partner of PetroLogistics LP
(NYSE:PDH).
Randy E. Moeder was appointed to the Board of
Directors of Inergy Midstream GP in March 2012 and will be joining
the Board of Directors of Inergy GP, LLC on October 7, 2013. He
currently is the Chief Executive Officer and President of Moeder
Oil & Gas, LLC and previously served as the CEO and President
of Hiland Partners, LP and Hiland Partners, GP.
John J. Sherman was appointed to the Board of
Directors of Inergy GP in July 2001 and the Board of Directors of
Inergy Midstream GP in December 2011. Mr. Sherman is the former
Chief Executive Officer and President of Inergy, L.P. and Inergy
Midstream, L.P. and served in those positions until June 2013. He
currently serves as a director at Great Plains Energy Incorporated
(NYSE:GXP).
John W. Somerhalder II was appointed to the Board of
Directors of Crestwood Gas Services GP LLC in July 2007 and he will
be joining the Board of Directors of Inergy GP on October 7, 2013.
Mr. Somerhalder has served as the President, Chief Executive
Officer and as a director of AGL Resources Inc. (NYSE:GAS) since
2006 and as chairman since 2007.
David M. Wood was appointed to the Boards of
Directors of Inergy GP and Inergy Midstream GP in August 2013. He
was the President and Chief Executive Officer and a director of
Murphy Oil Corporation. Mr. Wood has served as a director of the
American Petroleum Institute and was a member of the National
Petroleum Council.
About Crestwood Midstream Partners LP
Houston, Texas based Crestwood is a growth-oriented, midstream
master limited partnership which owns and operates predominately
fee-based gathering, processing, treating and compression assets
servicing natural gas producers in the Barnett Shale in north
Texas, the Marcellus Shale in northern West Virginia, the
Fayetteville Shale in northwest Arkansas, the Granite Wash in the
Texas Panhandle, the Avalon Shale/Bone Spring in southeastern New
Mexico and the Haynesville/Bossier Shale in western Louisiana. For
more information about Crestwood, visit www.crestwoodlp.com.
About Inergy, L.P.
Inergy, L.P. is a publicly traded master limited partnership
that controls, owns, and operates energy midstream businesses.
Inergy's operations include a natural gas storage business in Texas
and an NGL and crude oil supply and logistics business that serves
customers in the United States and Canada. Through its general
partner interest in Inergy Midstream, L.P. and Crestwood Midstream
Partners LP, Inergy is also engaged in the development and
operation of natural gas, NGL and crude oil gathering, processing,
storage, and transportation assets in multiple unconventional shale
plays across the United States. For more information about Inergy,
L.P., visit www.inergylp.com.
About Inergy Midstream, L.P.
Inergy Midstream, L.P. is a publicly traded master limited
partnership that develops, owns, and operates predominantly
fee-based natural gas, NGL and crude oil storage and transportation
businesses.
Additional Information and Where to
Find It
This press release contains information about the proposed
merger involving Crestwood and Inergy Midstream. In connection with
the Merger, Crestwood and Inergy Midstream filed the definitive
Proxy Statement/Prospectus on September 5, 2013 and began mailing
the Proxy Statement/Prospectus to its unitholders on September 6,
2013. INVESTORS AND UNITHOLDERS ARE URGED TO READ THE PROXY
STATEMENT/PROSPECTUS AND OTHER RELEVANT DOCUMENTS FILED OR TO BE
FILED WITH THE SEC CAREFULLY WHEN THEY BECOME AVAILABLE BECAUSE
THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT CRESTWOOD, INERGY
MIDSTREAM, THE PROPOSED MERGER AND RELATED MATTERS. Investors and
unitholders are able to obtain free copies of the proxy
statement/prospectus and other documents filed with the SEC by
Inergy Midstream and Crestwood through the website maintained by
the SEC at www.sec.gov. In addition, investors and unitholders will
be able to obtain free copies of documents filed by Crestwood with
the SEC from Crestwood’s website, www.crestwoodlp.com, under the
heading “SEC Filings” in the “Investor Relations” tab and free
copies of documents filed by Inergy Midstream with the SEC from
Inergy Midstream’s website, www.inergylp.com, under the heading
“SEC Filings” in the Inergy Midstream, L.P. “Investor Relations”
tab.
Participants in the
Solicitation
Crestwood, Inergy Midstream, Inergy, L.P. and their respective
general partner’s directors and executive officers may be deemed to
be participants in the solicitation of proxies from the unitholders
of Crestwood in respect of the proposed merger transaction.
Information regarding the persons who may, under the rules of the
SEC, be deemed participants in the solicitation of the unitholders
of Crestwood in connection with the proposed transaction, including
a description of their direct or indirect interests, by security
holdings or otherwise, is set forth in the proxy
statement/prospectus filed with the SEC. Information regarding
Crestwood’s directors and executive officers is contained in
Crestwood’s Annual Report on Form 10-K for the year ended December
31, 2012, which is filed with the SEC. Information regarding
Inergy’s directors and executive officers is contained in Inergy
Midstream’s Annual Report on Form 10-K for the year ended September
30, 2012, which is filed with the SEC. Information regarding
Inergy’s directors and executive officers is contained in Inergy,
L.P.’s Annual Report on Form 10-K for the year ended September 30,
2012, which is filed with the SEC. Free copies of these documents
may be obtained from the sources described above.
Forward Looking
Statements
The statements in this communication regarding future events,
occurrences, circumstances, activities, performance, outcomes and
results are forward-looking statements. Although these statements
reflect the current views, assumptions and expectations of
Crestwood and Inergy management, the matters addressed herein are
subject to numerous risks and uncertainties which could cause
actual activities, performance, outcomes and results to differ
materially from those indicated. Such forward-looking statements
include, but are not limited to, statements about the future
financial and operating results, objectives, expectations and
intentions and other statements that are not historical facts.
Factors that could result in such differences or otherwise
materially affect Crestwood’s or Inergy’s financial condition,
results of operations and cash flows include, without limitation,
failure to satisfy closing conditions with respect to the merger;
the risks that the Crestwood and Inergy businesses will not be
integrated successfully or may take longer than anticipated; the
possibility that expected synergies will not be realized, or will
not be realized within the expected timeframe; fluctuations in oil,
natural gas and NGL prices; the extent and success of drilling
efforts, as well as the extent and quality of natural gas volumes
produced within proximity of Crestwood or Inergy assets; failure or
delays by customers in achieving expected production in their
natural gas projects; competitive conditions in the industry and
their impact on the ability of Crestwood or Inergy to connect
natural gas supplies to Crestwood or Inergy gathering and
processing assets or systems; actions or inactions taken or
non-performance by third parties, including suppliers, contractors,
operators, processors, transporters and customers; the ability of
Crestwood or Inergy to consummate acquisitions, successfully
integrate the acquired businesses, realize any cost savings and
other synergies from any acquisition; changes in the availability
and cost of capital; operating hazards, natural disasters,
weather-related delays, casualty losses and other matters beyond
Crestwood or Inergy’s control; timely receipt of necessary
government approvals and permits, the ability of Crestwood or
Inergy to control the costs of construction, including costs of
materials, labor and right-of-way and other factors that may impact
either company’s ability to complete projects within budget and on
schedule; the effects of existing and future laws and governmental
regulations, including environmental and climate change
requirements; the effects of existing and future litigation; and
risks related to the substantial indebtedness of either company, as
well as other factors disclosed in Crestwood and Inergy’s filings
with the U.S. Securities and Exchange Commission. You should read
filings made by Crestwood and Inergy with the U.S. Securities and
Exchange Commission, including Annual Reports on Form 10-K for the
year ended December 31, 2012 and September 30, 2012, respectively,
and the most recent Quarterly Reports and Current Reports, for a
more extensive list of factors that could affect results. Crestwood
and Inergy do not assume any obligation to update these
forward-looking statements.
CrestwoodMark
Stockard832-519-2207mstockard@crestwoodlp.comorJoele Frank,
Wilkinson Brimmer KatcherAndy Brimmer / Michael Freitag / Jed
Repko212-355-4449orInergyVince
Grisell816-842-8181investorrelations@inergyservices.com
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