PennTex Midstream Announces Expiration of Energy Transfer Tender Offer
June 20 2017 - 7:00AM
PennTex Midstream Partners, LP (NASDAQ:PTXP) (the “Partnership”)
today announced that as of 5:00 p.m., Eastern Time, on June 19,
2017 (the “Expiration Time”), approximately 12,360,503 common units
representing limited partner interests in the Partnership (the
“Common Units”), including those Common Units delivered through
notices of guaranteed delivery, were validly tendered and accepted
for purchase by Energy Transfer Partners, L.P. (NYSE:ETP) (“ETP”)
in ETP’s previously announced tender offer (the “Offer”).
The number of Common Units validly tendered prior
to the Expiration Time satisfies the non-waivable condition that
not less than a majority of the Common Units held by unitholders
that are not affiliates of ETP be validly tendered, and satisfies
the condition that, following the closing of the Offer, ETP and its
affiliates own at least 16,571,405 Common Units, representing
greater than 80% of the outstanding Common Units. ETP has
announced that, pursuant to Section 15.1 of the First Amended and
Restated Agreement of Limited Partnership of the Partnership (the
“Partnership Agreement”), it intends to exercise the right,
assigned to ETP by the Partnership’s general partner, to purchase
all of the remaining Common Units that were not tendered in the
Offer and remain outstanding on June 30, 2017 (the “Limited Call
Right”). ETP expects to mail to each unitholder of record who
did not tender its Common Units in the Offer a notice of election
to purchase such Common Units pursuant to Section 15.1(b) of the
Partnership Agreement, and such holder will receive, for each
Common Unit, $20.00 in cash, which represents the price paid by ETP
for the Common Units in the Offer.
Upon the exercise of the Limited Call Right, ETP
will own all of the economic interests of the Partnership and will
be entitled to all of the benefits resulting from those
interests. In addition, the Common Units will cease to be
listed on the NASDAQ Global Select Market or publicly traded.
Important Information
This press release is for informational purposes
only, and is neither an offer to purchase nor a solicitation of an
offer to sell securities. Holders of Common Units are advised
to read ETP’s combined Tender Offer Statement on Schedule TO and
Transaction Statement on Schedule 13E-3, as amended, ETP’s Offer to
Purchase, the Partnership’s Solicitation/Recommendation Statement
on Schedule 14D-9, as amended, and the Partnership’s Transaction
Statement on Schedule 13E-3, as amended, and other documents
relating to the tender offer that have been or will be filed with
the Securities and Exchange Commission (the “SEC”) because they
contain important information. Unitholders may also obtain
copies of any of the foregoing materials, as filed with the SEC,
without charge from the Partnership by directing such request to
PennTex Midstream Partners, LP, Attn: Investor Relations, 8111
Westchester Drive, Suite 600, Dallas, Texas 75225.
About PennTex Midstream Partners,
LP
PennTex Midstream Partners, LP provides natural gas
gathering and processing and residue gas and natural gas liquids
transportation services to producers in northern Louisiana. ETP
owns the general partner of the Partnership. For more information,
visit www.penntex.com.
Investor Relations: Helen Ryoo, Lyndsay Hannah,
Brent Ratliff, 214-981-0795 or Media Relations:
Vicki Granado, 214-840-5820
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