NGL Energy Partners LP Announces Agreement to Issue Additional Class D Preferred Units and Warrants
September 26 2019 - 6:35AM
Business Wire
NGL Energy Partners LP (NYSE:NGL) (“NGL”) today announced that
on September 25, 2019, it entered into an agreement with
institutional investors for the private placement of $200 million
of NGL’s Class D Preferred Units and warrants to purchase common
units representing equity interests in NGL.
The Class D Preferred Units are additional preferred units of
the same class as the $400 million of Class D Preferred Units
previously issued on July 2, 2019 in connection with financing
NGL’s acquisition of assets from Mesquite Disposals Unlimited, LLC
and Mesquite SWD Inc. All of the Class D Preferred Units bear an
initial preferred distribution rate of 9.00%, are redeemable at any
time at NGL’s option, and are redeemable at the option of the
holders after eight and one-half years from the July 2, 2019
initial issuance date, or in connection with a change of control.
The warrants to be issued in this transaction have a ten-year
expiration date and will be exercisable upon and after the first
anniversary of their issuance, for 3,500,000 common units at an
exercise price equal to $13.56 per unit, and 5,000,000 common units
at an exercise price equal to $16.28 per unit.
NGL plans to use the net proceeds from the issuance of these
additional Class D Preferred Units and warrants to fund a portion
of the purchase price for its acquisition of Hillstone
Environmental Partners, LLC.
The closing of the sale of the Class D Preferred Units and the
warrants is contingent upon (and is expected to occur in connection
with) the consummation of the Hillstone acquisition, which is
expected to occur in 2019, and is subject to customary closing
conditions.
The securities described herein have not been registered under
the Securities Act of 1933, or the securities laws of any state or
other jurisdiction, and may not be offered or sold in the United
States without registration or an applicable exemption from the
Securities Act of 1933 and applicable state securities or blue-sky
laws.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy the securities described herein,
nor shall there be any sale of these 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.
Forward-Looking
Statements
This press release includes “forward-looking statements.” All
statements other than statements of historical facts included or
incorporated herein may constitute forward-looking statements.
Actual results could vary significantly from those expressed or
implied in such statements and are subject to a number of risks and
uncertainties. While NGL believes such forward-looking statements
are reasonable, NGL cannot assure they will prove to be correct.
The forward-looking statements involve risks and uncertainties that
affect operations, financial performance, and other factors as
discussed in filings with the United States Securities and Exchange
Commission. Other factors that could affect any forward-looking
statements are those risks described in NGL’s Annual Report on Form
10-K, Quarterly Reports on Form 10-Q, and other public filings. You
are urged to carefully review and consider the cautionary
statements and other disclosures made in those filings,
specifically those under the heading “Risk Factors.” NGL undertakes
no obligation to publicly update or revise any forward-looking
statements except as required by law.
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version on businesswire.com: https://www.businesswire.com/news/home/20190926005408/en/
NGL Energy Partners LP Investor Relations: Trey Karlovich (918)
481-1119 Executive Vice President and Chief Financial Officer
Trey.Karlovich@nglep.com or Linda Bridges (918) 481-1119 Senior
Vice President – Finance and Treasurer Linda.Bridges@nglep.com
NGL Energy Partners (NYSE:NGL)
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