Archrock Partners, L.P. (APLP) to Acquire Certain Compression Assets from Archrock (AROC)

November 1, 2016 6:06 AM EDT

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Archrock, Inc. (NYSE: AROC) and Archrock Partners, L.P. (Nasdaq: APLP) announced that Archrock Partners has agreed to acquire assets from Archrock, Inc. including customer contracts serving 63 customers together with approximately 270 compressor units used to provide compression services under those contracts, for consideration of approximately $85 million. Those compressor units represent approximately 150,000 horsepower of compression and approximately 4 percent (by available horsepower) of the combined contract operations business of Archrock, Inc. and Archrock Partners.

The consideration to be paid to Archrock, Inc.’s affiliates will consist entirely of newly issued Archrock Partners common units and general partner units. The number of common units to be issued by Archrock Partners will be determined by the daily volume weighted average price of Archrock Partners’ common units over the thirty trading days preceding the closing date. The transaction is subject to regulatory approvals and other customary closing conditions and is expected to close in the fourth-quarter of 2016.

In the event the transaction closes prior to the Archrock Partners third quarter 2016 distribution record date, then Archrock, Inc. has agreed to waive receipt of Archrock Partners’ third quarter 2016 distribution on the limited and general partner units received as consideration in the transaction. Archrock, Inc. will receive the distributions associated with these units beginning with Archrock Partners’ fourth quarter 2016 distribution, which is expected to be paid in February 2017.

“This transaction expands Archrock Partners’ fee-based business and enhances its position as the leading provider of natural gas contract operations services in the United States,” said Brad Childers, President and Chief Executive Officer of Archrock, Inc. and Archrock Partners. “Additionally, the transaction improves Archrock Partners’ leverage profile, is accretive to unitholders, and increases Archrock, Inc.’s equity interest in Archrock Partners.”

The transaction was approved by the conflicts committee of the board of directors of Archrock Partners’ managing general partner. The conflicts committee, which is composed entirely of independent directors, retained independent legal and financial advisors to assist it in evaluating the transaction.

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