Quicksilver Gas Services Announces Sale of Its General Partner to Crestwood Midstream Partners II, a First Reserve Portfolio Com
23 7월 2010 - 6:20AM
Marketwired
Quicksilver Gas Services LP (NYSE: KGS) announced today that
Quicksilver Resources Inc. (NYSE: KWK), the owner of 100% of the
partnership's general partner Quicksilver Gas Services GP, has
entered into a definitive agreement to sell all of its interests in
Quicksilver Gas Services to Crestwood Midstream Partners II, LLC, a
portfolio company of First Reserve Corporation.
Quicksilver Resources will receive $701 million in cash at
closing, with up to an additional $72 million in earn-out payments
in the future, for its 469,944 general partner units representing
100% of the general partner membership interest, 5,696,752 common
units, 11,513,625 subordinated units and the note payable by
Quicksilver Gas Services LP, which had a balance of approximately
$57 million as of June 30, 2010. The transaction is not subject to
financing contingencies and is expected to close in October 2010,
subject to customary closing conditions.
"We believe that the sale of the general partner to Crestwood
will facilitate greater and more diversified growth for the
partnership and its unitholders," said Toby Darden, Quicksilver Gas
Services president and chief executive officer. "The partnership
will retain the dedication of nearly all volumes from Quicksilver
Resources' Fort Worth Basin development and be better structured to
expand outside of this basin."
"We are excited to announce this transaction which marks a new
beginning for Quicksilver Gas Services and provides the Crestwood
team with a strategic platform to develop the partnership's
midstream franchise in other shale plays with a broader range of
midstream services," said Bob Phillips, Crestwood president and
chief executive officer. "By acquiring both the general partner and
a substantial percentage of the outstanding limited partnership
units we are aligning our interests with the partnership's public
unitholders to form a strategic growth partnership for the future.
We salute Quicksilver Resources for the tremendous job they have
done in building a high-quality set of midstream assets in the
Barnett Shale area and we look forward to partnering with them in
the future as their midstream service provider."
Timothy H. Day, Managing Director for First Reserve Corporation
in its Houston office added, "Crestwood's world-class management
team combined with the Quicksilver Gas Services platform is an
ideal combination to build a leading and diversified midstream
infrastructure solutions provider for producers. We look forward to
playing a key role in the growth of Quicksilver Gas Services by
providing additional financial resources and midstream acquisition
opportunities to build substantial value in the years ahead."
Additional important highlights of the transaction include:
subject to closing, the Crestwood management team will assume the
day-to-day management of Quicksilver Gas Services; more than 100
experienced midstream employees will transfer to Crestwood from the
Quicksilver organization; it is expected that the partnership's
current independent directors and a board representative from
Quicksilver Resources will remain on the board of directors; and
Quicksilver Resources has agreed to extend the terms of the
Alliance, Lake Arlington and Cowtown gas gathering and processing
agreements through 2020.
Conference Call
Quicksilver Resources will host a conference call for investors
and analysts on Friday, July 23, 2010 at 8:00 a.m. eastern time to
discuss the transaction. The company invites interested parties to
listen to the call via the company's website at www.kgslp.com or by
calling 1-877-313-7932, using the conference ID number 90107101,
approximately 10 minutes prior to the call. A digital replay of the
conference call will be available at 1:00 p.m. eastern time the
same day and will remain available for 30 days. The replay can be
accessed at 1-800-642-1687 and reference should be made to the
conference ID number 90107101. The replay will also be archived for
30 days on the company's website.
About Quicksilver Gas Services
Fort Worth, Texas-based Quicksilver Gas Services is a
growth-oriented limited partnership in the business of gathering
and processing natural gas produced from the Barnett Shale geologic
formation in the Fort Worth Basin of north Texas. The company began
operation in 2004 to provide these services to Quicksilver
Resources Inc., which owns our general partner. For more
information about Quicksilver Gas Services, visit
www.kgslp.com.
About Crestwood Midstream Partners II,
LLC
Crestwood Midstream Partners II, LLC, headquartered in Houston,
Texas, is a private energy company formed to pursue the acquisition
and development of North American midstream assets and businesses.
The company will utilize management's extensive industry experience
and relationships to enable its growth through the acquisition of
strategic assets, the recruitment of experienced midstream
personnel and investment in organic infrastructure projects. For
more information, please contact Bill Manias at 832-519-2200 or
visit www.crestwoodlp.com.
About First Reserve Corporation
First Reserve is the world's leading private equity firm in the
energy industry, making both private equity and infrastructure
investments throughout the energy value chain. For more than 25
years, it has invested solely in the global energy industry, and
has developed an unparalleled franchise, utilizing its broad base
of specialized energy industry knowledge as a competitive
advantage. The firm is currently investing its most recent fund,
which closed in 2009 at approximately $9 billion. First Reserve
invests strategically across a wide range of energy industry
sectors, developing a portfolio that is diversified across the
energy value chain, backing talented management teams and building
value by building companies. Further information is available at
www.firstreserve.com.
Forward-Looking Statements The statements
in this news 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 Quicksilver Gas
Services LP'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. Factors that could result in such differences
or otherwise materially affect Quicksilver Gas Services LP's
financial condition, results of operations and cash flows include:
changes in general economic conditions; fluctuations in natural gas
prices; failure or delays in Quicksilver Resources Inc. and third
parties achieving expected production from natural gas projects;
competitive conditions in our industry; actions taken or
non-performance by third parties, including suppliers, contractors,
operators, processors, transporters and customers; fluctuations in
the value of certain of our assets and liabilities; changes in the
availability and cost of capital; operating hazards, natural
disasters, weather-related delays, casualty losses and other
matters beyond our control; construction costs or capital
expenditures exceeding estimated or budgeted amounts; the effects
of existing and future laws and governmental regulations, including
environmental and climate change requirements; and the effects of
existing and future litigation; as well as other factors disclosed
in Quicksilver Gas Services LP's filings with the Securities and
Exchange Commission. The forward-looking statements included in
this news release are made only as of the date of this news
release, and we undertake no obligation to update any of these
forward-looking statements to reflect subsequent events or
circumstances except to the extent required by applicable law.
KGS 10-07
Quicksilver Investor and Media Contact: Rick Buterbaugh
817-665-4835 First Reserve Corporation/ Crestwood Midstream
Partners Media Contact: Caroline Harris 212-279-3115; ext.222
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