Devon Energy Corporation (NYSE: DVN) (“Devon”) and Crosstex
Energy, L.P. (the “Partnership”) (NASDAQ: XTEX) and Crosstex
Energy, Inc. (the “Corporation”) (NASDAQ: XTXI) (collectively
“Crosstex”) today announced the selection of EnLink Midstream
Partners, LP and EnLink Midstream, LLC as the names of their new
combined midstream business following the completion of the
transaction.
On October 21, 2013, Devon and Crosstex announced the signing of
definitive agreements to combine substantially all of Devon’s U.S.
midstream assets with Crosstex’s assets to form a new midstream
business. The new business will consist of two publicly traded
entities: the master limited partnership, whose name will change
upon closing from Crosstex Energy, L.P. to EnLink Midstream
Partners, LP, and a publicly traded general partner entity, which
will be called EnLink Midstream, LLC. Applications will be filed to
list the common units of both EnLink Midstream Partners, LP and
EnLink Midstream, LLC on the New York Stock Exchange upon the
closing under the symbols “ENLK” and “ENLC”, respectively. The new
website for EnLink Midstream can be found at www.enlink.com.
“We are proud to introduce EnLink Midstream, which will be a
leading, integrated midstream company with a diverse geographic
footprint and a strong financial foundation,” said Barry E. Davis,
Chief Executive Officer of Crosstex and incoming CEO of EnLink
Midstream. “This strategic combination is expected to generate
immediate and future value for our equity holders and to provide
greater capacity to pay distributions. Our enhanced financial
position will support both existing and new growth projects and our
employees will benefit from working for a larger, stronger
company.”
The transaction, which is expected to close in the first quarter
of 2014, is subject to approval by the stockholders of the
Corporation as well as other customary closing conditions. On
December 13, 2013, Crosstex announced the expiration of the waiting
period under the Hart-Scott-Rodino Antitrust Improvements Act of
1976, as amended.
Information About Notice to NASDAQ
Crosstex has submitted written notice to the NASDAQ Global
Select Market (“NASDAQ”) of its intention to voluntarily delist the
Corporation’s common stock and the Partnership’s common units from
NASDAQ and to apply for the listing of EnLink Midstream, LLC’s
common units and the Partnership’s common units on the NYSE. The
proposed delistings are subject to and conditioned upon the closing
of the transaction.
Management of Crosstex determined that the proposed delistings
would be in the best interests of the equityholders of the
Partnership and the Corporation and the business as a whole.
Shortly following the closing of the transaction, the Corporation
and the Partnership each intend to file a Form 25 with the
Securities and Exchange Commission (the “SEC”) to effect the
proposed delistings from NASDAQ. The official delistings will
become effective approximately ten days thereafter.
About Devon Energy
Devon Energy Corporation is an Oklahoma City-based independent
energy company engaged in oil and gas exploration and production.
Devon is a leading U.S.-based independent oil and gas producer and
is included in the S&P 500 Index. For more information about
Devon, please visit www.devonenergy.com.
About the Crosstex Energy Companies
Crosstex Energy, L.P. (NASDAQ: XTEX) is an integrated midstream
energy partnership headquartered in Dallas that offers diversified,
tailored customer solutions spanning the energy value chain with
services and infrastructure that link energy production with
consumption. XTEX operates approximately 3,500 miles of natural
gas, natural gas liquids and oil pipelines, 10 natural gas
processing plants and four fractionators, as well as barge and rail
terminals, product storage facilities, brine disposal wells and an
extensive truck fleet. XTEX has the right platform, the right
opportunities and the right people to pursue its growth-focused
business strategy.
Crosstex Energy, Inc. (NASDAQ: XTXI) owns the general partner
interest, the incentive distribution rights and a portion of the
limited partner interests in Crosstex Energy, L.P. as well as the
majority interest in E2, a services company focused on the Utica
Shale play in the Ohio River Valley.
Additional information about the Crosstex companies can be found
at www.crosstexenergy.com.
Additional Information and Where to Find It
This press release contains information about the proposed
merger involving a Devon entity and a Crosstex entity. In
connection with the proposed merger, New Public Rangers, L.L.C. (to
be renamed EnLink Midstream, LLC) has filed with the SEC a
registration statement on Form S-4 that includes a proxy
statement/prospectus for the Corporation’s stockholders. The
Corporation will mail the final proxy statement/prospectus to its
stockholders. Investors and stockholders are urged to read the
proxy statement/prospectus and other relevant documents filed or to
be filed with the SEC. These documents (when they become
available), and any other documents filed by Crosstex or Devon with
the SEC, may be obtained free of charge at the SEC’s website,
at www.sec.gov. In addition, stockholders will be
able to obtain free copies of the proxy statement/prospectus from
the Corporation by contacting Investor Relations by mail at
Attention: Investor Relations, 2501 Cedar Springs, Dallas, Texas
75201.
Participants in the Solicitation
Devon, Crosstex and their respective directors and officers
may be deemed to be participants in the solicitation of proxies
from the stockholders of the Corporation in respect of the proposed
transaction. Information regarding the persons who may, under the
rules of the SEC, be deemed participants in the solicitation of the
stockholders of the Corporation in connection with the proposed
transaction, including a description of their direct or indirect
interests, by security holdings or otherwise, is set forth in the
preliminary proxy statement/prospectus filed with the SEC.
Information regarding the Corporation’s directors and executive
officers is contained in its Annual Report on Form 10-K for the
year ended December 31, 2012, which is filed with the SEC.
Information regarding Devon’s directors and executive officers is
contained in its Annual Report on Form 10-K for the year ended
December 31, 2012, which is filed with the SEC.
Forward-Looking Statements
This press release contains forward-looking statements within
the meaning of the federal securities laws. Although these
statements reflect the current views, assumptions and expectations
of Devon's and Crosstex's management, the matters addressed herein
involve certain risks and uncertainties that could cause actual
activities, performance, outcomes and results to differ materially
than those indicated. Such forward-looking statements include, but
are not limited to, statements about 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 Devon's,
Crosstex's or the new company's financial condition, results of
operations and cash flows include, without limitation,(a) failure
to consummate the transactions due to unsatisfied closing
conditions with respect the transactions or failure to obtain
regulatory approval for the transactions, (b) the risk that the new
company will not be integrated successfully or that such
integration will take longer than anticipated, (c) the possibility
that expected synergies will not be realized, or will not be
realized within the expected timeframe, (d) fluctuations in oil,
natural gas and NGL prices, (e) the extent and success of drilling
efforts, as well as the extent and quality of hydrocarbon volumes
produced within proximity of our assets, (f) failure or delays by
customers in achieving expected productions in their projects, (g)
competitive conditions in our industry and their impact on our
ability to connect hydrocarbon supplies to our assets, (h) actions
or inactions to or non-performance by third parties, including
suppliers, contractors, operators, processors, transporters and
customers, (i) our ability to consummate future acquisitions,
successfully integrate any acquired businesses, realize any cost
savings and other synergies from any acquisition, (j) changes in
the availability and cost of capital, (k) operating hazards,
natural disasters, weather-related delays, casualty losses and
other matters beyond our control, (l) 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, (m) the effects of
existing and future laws and governmental regulations, including
environmental and climate change requirements, (n) the effects of
existing and future litigation and (o) risks related to Crosstex’s
substantial indebtedness, as well as other factors disclosed in
Devon's and Crosstex's filings with the SEC. You should read
Devon's and Crosstex's filings with the SEC, including their
respective Annual Reports on Form 10-K for the year ended December
31, 2012 and their Quarterly Reports for the quarters ended March
31, 2013, June 30, 2013 and September 30, 2013 and other filings
made with the SEC. Neither Devon nor Crosstex assumes any
obligation to update these forward-looking statements.
DevonInvestor Contacts:Scott Coody, 405-552-4735orShea Snyder,
405-552-4782orMedia Contact:Chip Minty,
405-228-8647orCrosstexInvestor & Media Contact:Jill McMillan,
214-721-9271
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