Inergy Midstream Announces Commencement of Consent Solicitation
KANSAS CITY, Mo. -- May 14, 2013
Inergy Midstream, L.P. (NYSE: NRGM) (“NRGM”) announced the commencement of a
consent solicitation relating to its 6.0% Senior Notes due 2020 (the “Notes”)
on the terms and subject to the conditions set forth in the Consent
Solicitation Statement (the “Consent Solicitation Statement”) dated May 14,
2013. As of May 13, 2013 there was $500,000,000 in aggregate principal amount
of the Notes outstanding.
The purpose of the consent solicitation is to amend certain provisions of the
indenture governing the Notes (the “Indenture”) to modify the definition of
“Change of Control” so that the consummation of any of the previously
announced and pending transactions involving NRGM, Inergy, L.P. (“Inergy”),
Crestwood Midstream Partners LP (“Crestwood”) and Crestwood Holdings LLC
(“Crestwood Holdings”) and certain of their affiliates will not entitle
holders of the Notes to require NRGM to repurchase their Notes.
The consent solicitation will expire at 5:00 p.m., New York City time, on, May
22, 2013, unless extended by NRGM (the “Expiration Date”). The consent
solicitation is conditioned on the receipt of consents from holders of record
as of May 13, 2013 (the “Record Date”) of a majority in aggregate principal
amount of the Notes outstanding as of the Record Date and the completion of
Crestwood Holdings’ acquisition of the general partner of Inergy (as described
further in the Consent Solicitation Statement).
NRGM will, promptly after the later of the Expiration Date and the
satisfaction or waiver of all conditions to the consent solicitation, make a
cash payment of $1.00 for each $1,000 principal amount of Notes for which the
holder of record has validly delivered (and not revoked) a consent prior to
the Expiration Date. NRGM will not be obligated to make any payments if the
requisite consents are not obtained prior to the Expiration Date or if the
other conditions to the consent solicitation are not satisfied or waived.
The consent solicitation may be amended, extended or terminated at the option
of NRGM. For a complete statement of the terms and conditions of the consent
solicitation (including withdrawal rights), holders of the Notes should refer
to the Consent Solicitation Statement, which is being sent to all holders of
the Notes as of the Record Date.
Citigroup Global Markets Inc. and BofA Merrill Lynch are acting as the
Solicitation Agents in connection with the consent solicitation. Questions
regarding the consent solicitation may be directed to Citigroup Global Markets
Inc., Attention: Liability Management Group at telephone: (800) 558-3745 (toll
free) or (212) 723-6106 (collect) or BofA Merrill Lynch, Attention: Debt
Advisory at telephone: (888) 292-0070 (toll free) or (980) 387-3907 (collect).
Global Bondholder Services Corporation is serving as Information Agent,
Tabulation Agent and Paying Agent in connection with the consent solicitation.
Requests for assistance in delivering consents or for additional copies of the
consent solicitation statement should be directed to Global Bondholder
Services Corporation at telephone: (212) 430-3774 for banks and brokers and
all others at (866) 488-1500 (toll free) or (212) 430-3775 (fax).
This announcement is not an offer to purchase, a solicitation of an offer to
purchase, or a solicitation of consents with respect to any securities. The
consent solicitation is being made solely by the consent solicitation
statement and is subject to the terms and conditions stated therein. NRGM
reserves the right to modify the consent solicitation statement or to
terminate the consent solicitation.
About Inergy Midstream, L.P.
Inergy Midstream, L.P., headquartered in Kansas City, Missouri, is a publicly
traded master limited partnership engaged in the development and operation of
natural gas, natural gas liquids (“NGLs”) and crude oil storage,
transportation, and logistics businesses in the Northeast region of the United
States and in North Dakota.
Forward Looking Statements
The statements in this press release 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 NRGM’s and Crestwood’s 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 NRGM’s or Crestwood’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 NRGM and
Crestwood 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 our assets; failure or delays by our customers in
achieving expected production in their natural gas projects; competitive
conditions in our industry and their impact on our ability to connect natural
gas supplies to our gathering and processing assets or systems; actions or
inactions taken or non-performance by third parties, including suppliers,
contractors, operators, processors, transporters and customers; our ability 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 our control;
timely receipt of necessary government approvals and permits, our ability to
control the costs of construction, including costs of materials, labor and
right-of-way and other factors that may impact our 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 our substantial indebtedness, as well as other factors disclosed in NRGM’s
and Crestwood’s filings with the U.S. Securities and Exchange Commission. You
should read NRGM’s and Crestwood’s filings with the U.S. Securities and
Exchange Commission, including their Annual Reports on Form 10-K for the years
ended September 30, 2012 and December 31,2012, respectively, and their most
recent Quarterly Reports and Current Reports for a more extensive list of
factors that could affect results. Neither NRGM nor Crestwood assumes any
obligation to update these forward-looking statements.
Corporate news, unit prices, and additional information about Inergy
Midstream, including reports from the United States Securities and Exchange
Commission, are available on the company’s website, www.inergylp.com. For more
information, contact Vince Grisell in Inergy Midstream’s Investor Relations
Department at 816-842-8181 or via e-mail at
Inergy Midstream, L.P.
Vince Grisell, 816-842-8181
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