HOUSTON--(BUSINESS WIRE)--Jul. 13, 2015--
Exterran Holdings, Inc. (NYSE:EXH) (“Exterran Holdings”) announced today
that, in preparation for the previously announced separation of its
international services and global fabrication businesses into a
standalone, publicly traded company named Exterran Corporation (“SpinCo”),
Exterran Energy Solutions, L.P., a wholly owned subsidiary of Exterran
Holdings (“EESLP”), and EES Finance Corp., a wholly owned
subsidiary of EESLP (“Finance Corp.” and, together with
EESLP, the “Issuers”), intend to offer, subject to market
conditions, $400 million aggregate principal amount of senior unsecured
notes due 2022 (the “notes”). The Issuers will be
subsidiaries of SpinCo after the completion of the separation.
The Issuers intend to transfer to Exterran Holdings the net proceeds
from the sale of the notes, together with borrowings under EESLP’s new
credit agreement (which has been executed and, subject to certain
conditions, will become available upon the completion of the
separation), to allow Exterran Holdings to repay certain of its existing
indebtedness. The consummation of the notes offering will not be
conditioned on Exterran Holdings’ completion of the separation; however,
the Issuers will be required to redeem the notes if the separation does
not occur within three months of the consummation of the notes offering.
The notes will be offered and sold to qualified institutional buyers
under Rule 144A of the Securities Act of 1933, as amended (the “Securities
Act”) and outside the United States to non-U.S. persons in
compliance with Regulation S of the Securities Act.
The notes have not been registered under the Securities Act, or the
securities laws of any other jurisdiction. Unless they are registered,
the notes may be offered only in transactions that are exempt from
registration under the Securities Act or the securities laws of any
other jurisdiction.
This press release does not constitute an offer to sell or a
solicitation of an offer to purchase the notes or any other securities,
and shall not constitute an offer, solicitation or sale in any state or
jurisdiction in which such an offer, solicitation or sale would be
unlawful. This press release is being issued pursuant to and in
accordance with Rule 135c under the Securities Act.
About Exterran Holdings
Exterran Holdings, Inc. is a global market leader in full-service
natural gas compression and a premier provider of operations,
maintenance, service and equipment for oil and gas production,
processing and transportation applications. Exterran Holdings serves
customers across the energy spectrum – from producers to transporters to
processors to storage owners. Headquartered in Houston, Texas, Exterran
has approximately 10,000 employees and operates in approximately 30
countries. Exterran Holdings owns an equity interest, including all of
the general partner interest, in Exterran Partners, L.P. (NASDAQ: EXLP),
a master limited partnership, the leading provider of natural gas
contract compression services to customers throughout the United States.
For more information, visit www.exterran.com.
About Exterran Corporation
Exterran Corporation will be a market leader in compression, production
and processing products and services, serving customers throughout the
world engaged in all aspects of the oil and natural gas industry. Its
global product lines will include natural gas compression, process &
treating and production equipment and water treatment solutions. Outside
the United States, Exterran Corporation will be a leading provider of
full-service natural gas contract compression and a supplier of new,
used, OEM and aftermarket parts and services. Exterran Corporation will
be headquartered in Houston, Texas, and will operate in approximately 30
countries with approximately 7,000 employees.
Forward-Looking Statements
All statements in this release (and oral statements made regarding the
subjects of this release) other than historical facts are
forward-looking statements within the meaning of Section 21E of the
Securities Exchange Act of 1934, as amended. These forward-looking
statements rely on a number of assumptions concerning future events and
are subject to a number of uncertainties and factors, many of which are
outside Exterran Holdings’ control, which could cause actual results to
differ materially from such statements. Forward-looking information
includes, but is not limited to: Exterran Holdings’ plan to conduct a
separation of certain of its businesses, the completion of the sale of
the senior notes due 2022, the funding under the new EESLP credit
agreement, the possibility that the proposed transaction will be
consummated and the timing of its consummation, the expected benefits
from the proposed transaction, the expected financial position and
indebtedness levels of SpinCo and Exterran Holdings following the
proposed transaction, the impact of the proposed transaction on
employees and customers, the financial and operational strategies of
SpinCo and Exterran Holdings following the proposed transaction and
their respective ability to successfully effect those strategies,
Exterran Holdings’ expectations regarding future economic and market
conditions, SpinCo’s and Exterran Holdings’ financial and operational
outlook and ability to fulfill that outlook and demand for SpinCo’s and
Exterran Holdings’ products and services and growth opportunities for
those products and services.
While Exterran Holdings believes that the assumptions concerning future
events are reasonable, it cautions that there are inherent difficulties
in predicting certain important factors that could impact the future
performance or results of its business. Among the factors that could
cause results to differ materially from those indicated by such
forward-looking statements are actions by governmental and regulatory
authorities; delays, costs and difficulties associated with the proposed
transaction; local, regional, national and international economic and
financial market conditions and the impact they may have on SpinCo,
Exterran Holdings and their respective customers; availability and terms
of any financing associated with the proposed transaction; changes in
tax laws that impact master limited partnerships; conditions in the oil
and gas industry, including a sustained decrease in the level of supply
or demand for oil or natural gas or a sustained decrease in the price of
oil or natural gas; Exterran Holdings’ and SpinCo’s ability to timely
and cost-effectively execute larger projects; changes in political or
economic conditions in key operating markets, including international
markets; any non-performance by third parties of their contractual
obligations; changes in safety, health, environmental and other
regulations; and the performance of Exterran Partners, L.P.
These forward-looking statements are also affected by the risk factors,
forward-looking statements and challenges and uncertainties described in
Exterran Holdings’ Annual Report on Form 10-K for the year ended
December 31, 2014, Exterran Corporation’s (SpinCo’s) Registration
Statement on Form 10 and those set forth from time to time in Exterran
Holdings’ filings with the Securities and Exchange Commission, which are
available at www.exterran.com.
Except as required by law, Exterran Holdings and SpinCo expressly
disclaim any intention or obligation to revise or update any
forward-looking statements whether as a result of new information,
future events or otherwise.
View source version on businesswire.com: http://www.businesswire.com/news/home/20150713006290/en/
Source: Exterran Holdings, Inc.
Exterran Holdings, Inc.
Susan Moore, 281-836-7398 (Media)
David
Oatman, 281-836-7035 (Investors)