FINDLAY, Ohio & DENVER--(BUSINESS WIRE)--
At a special meeting held today, unitholders of MarkWest Energy
Partners, L.P. (NYSE: MWE) approved a strategic combination with MPLX LP
(NYSE: MPLX) by voting to approve the merger agreement dated July 11,
2015, as amended. Based on the voting results, approximately 80 percent
of the units voted at the special meeting were in favor of the merger
agreement.
The transaction will result in MarkWest, the second-largest processor of
natural gas in the United States and largest processor and fractionator
in the Marcellus and Utica shale plays, becoming a wholly owned
subsidiary of MPLX, a rapidly growing crude oil and refined products
logistics partnership sponsored by Marathon Petroleum Corporation
(NYSE: MPC). The combination creates one of the largest master limited
partnerships (MLPs) and is expected to generate a mid-20 percent
compound annual distribution growth rate through 2019.
"We are pleased the overwhelming majority of MarkWest unitholders voting
supported the combination and we look forward to delivering on the
significant opportunities in front of the combined partnership," said
Gary R. Heminger, MPLX chairman and chief executive officer. "This
combination creates a large-cap diversified midstream partnership with
an extraordinary growth profile, underpinned by MarkWest's large organic
growth backlog and MPC's large inventory of MLP-eligible assets."
Frank Semple, MarkWest chairman, president and chief executive officer,
said MarkWest and MPLX form a powerful combination to support the
ongoing needs of producer customers. "Together with MPLX, MarkWest is
exceptionally well-positioned to extend its long history of delivering
best-in-class customer service and focused execution on continued
midstream infrastructure build-out," he said. "Our development of
critical midstream solutions will be further enhanced by MPC's strong
parental support and a growing inventory of dropdown assets available to
the combined partnership. MPC's significant pipeline and refinery
operations will be critical for expanding and integrating MarkWest's
midstream platform throughout some of our nation's most productive
resource plays."
The transaction is subject to customary closing conditions and is
expected to close Dec. 4, 2015.
MPLX, MarkWest and MPC management will host an analyst and institutional
investor meeting Dec. 3, 2015. The presentation will be webcast live
beginning at 9 a.m. EST. The webcast will include the presentation audio
as well as accompanying slides. The meeting is expected to conclude at
approximately 11:30 a.m. This event will be accessible via the MPC
website at http://ir.marathonpetroleum.com
and the MPLX website at http://ir.mplx.com.
About MPLX LP
MPLX is a fee-based, growth-oriented master limited partnership formed
in 2012 by Marathon Petroleum Corporation to own, operate, develop and
acquire pipelines and other midstream assets related to the
transportation and storage of crude oil, refined products and other
hydrocarbon-based products. Headquartered in Findlay, Ohio, MPLX's
assets consist of a 99.5 percent equity interest in a network of common
carrier crude oil and products pipeline assets located in the Midwest
and Gulf Coast regions of the United States and a 100 percent interest
in a butane storage cavern located in West Virginia with approximately 1
million barrels of natural gas liquids storage capacity.
About MarkWest Energy Partners
MarkWest Energy Partners, L.P. is a master limited partnership that owns
and operates midstream service businesses. MarkWest has a leading
presence in many natural gas resource plays including the Marcellus
Shale, Utica Shale, Huron/Berea Shale, Haynesville Shale, Woodford Shale
and Granite Wash formation.
This press release contains forward-looking statements within the
meaning of federal securities laws regarding MPLX LP ("MPLX"), Marathon
Petroleum Corporation ("MPC"), and MarkWest Energy Partners, L.P.
("MWE"). These forward-looking statements relate to, among other things,
expectations, estimates and projections concerning the business and
operations of MPLX, MPC, and MWE. You can identify forward-looking
statements by words such as "anticipate," "believe," "estimate,"
"objective," "expect," "forecast," "guidance," "imply," "plan,"
"project," "potential," "could," "may," "should," "would," "will" or
other similar expressions that convey the uncertainty of future events
or outcomes. Such forward-looking statements are not guarantees of
future performance and are subject to risks, uncertainties and other
factors, some of which are beyond the companies' control and are
difficult to predict. In addition to other factors described herein that
could cause MPLX's or MWE's actual results to differ materially from
those implied in these forward-looking statements, negative capital
market conditions, including a persistence or increase of the current
yield on common units, which is higher than historical yields, could
adversely affect MPLX's ability to meet its distribution growth
guidance, particularly with respect to the later years of such guidance.
Factors that could cause MPLX's or MWE's actual results to differ
materially from those implied in the forward-looking statements include:
the ability to satisfy conditions to the closing of the transaction
contemplated by the merger agreement; risk that the synergies from the
MPLX/MWE transaction may not be fully realized or may take longer to
realize than expected; disruption from the MPLX/MWE transaction making
it more difficult to maintain relationships with customers, employees or
suppliers; risks relating to any unforeseen liabilities of MWE or MPLX,
as applicable; the adequacy of MPLX's and MWE's respective capital
resources and liquidity, including, but not limited to, availability of
sufficient cash flow to pay distributions, and the ability to
successfully execute their business plans and implement their growth
strategies; the timing and extent of changes in commodity prices and
demand for crude oil, refined products, feedstocks or other
hydrocarbon-based products; volatility in and/or degradation of market
and industry conditions; completion of pipeline capacity by competitors;
disruptions due to equipment interruption or failure, including
electrical shortages and power grid failures; the suspension, reduction
or termination of MPC's obligations under MPLX's commercial agreements;
each company's ability to successfully implement its growth plan,
whether through organic growth or acquisitions; modifications to
earnings and distribution growth objectives; federal and state
environmental, economic, health and safety, energy and other policies
and regulations; changes to MPLX's capital budget; other risk factors
inherent to MPLX or MWE's industry; and the factors set forth under the
heading "Risk Factors" in MPLX's Annual Report on Form 10-K for the year
ended Dec. 31, 2014, filed with the Securities and Exchange Commission
(SEC); and the factors set forth under the heading "Risk Factors" in
MWE's Annual Report on Form 10-K for the year ended Dec. 31, 2014, and
Quarterly Report on Form 10-Q for the quarter ended Sept. 30, 2015,
filed with the SEC. These risks, as well as other risks associated with
MPLX, MWE and the proposed transaction, are also more fully discussed in
the joint proxy statement and prospectus included in the registration
statement on Form S-4 filed by MPLX and declared effective by the SEC on
Oct. 29, 2015, as supplemented. Factors that could cause MPC's actual
results to differ materially from those implied in the forward-looking
statements include: risks described above relating to the MPLX/MWE
proposed merger; changes to the expected construction costs and timing
of pipeline projects; volatility in and/or degradation of market and
industry conditions; the availability and pricing of crude oil and other
feedstocks; slower growth in domestic and Canadian crude supply; an
easing or lifting of the U.S. crude oil export ban; completion of
pipeline capacity to areas outside the U.S. Midwest; consumer demand for
refined products; transportation logistics; the reliability of
processing units and other equipment; MPC's ability to successfully
implement growth opportunities; modifications to MPLX earnings and
distribution growth objectives; federal and state environmental,
economic, health and safety, energy and other policies and regulations;
other risk factors inherent to MPC's industry; and the factors set forth
under the heading "Risk Factors" in MPC's Annual Report on Form 10-K for
the year ended Dec. 31, 2014, filed with SEC. In addition, the
forward-looking statements included herein could be affected by general
domestic and international economic and political conditions.
Unpredictable or unknown factors not discussed here, in MPLX's Form
10-K, in MPC's Form 10-K, or in MWE's Form 10-K and Form 10-Qs could
also have material adverse effects on forward-looking statements. Copies
of MPLX's Form 10-K are available on the SEC website, MPLX's website at http://ir.mplx.com
or by contacting MPLX's Investor Relations office. Copies of MPC's Form
10-K are available on the SEC website, MPC's website at http://ir.marathonpetroleum.com
or by contacting MPC's Investor Relations office. Copies of MWE's Form
10-K and Form 10-Qs are available on the SEC website, MWE's website at http://investor.markwest.com
or by contacting MWE's Investor Relations office.
Additional Information and Where to Find It
In connection with the proposed acquisition, MPLX and MWE have filed
relevant materials with the SEC, including MPLX's registration statement
on Form S-4 that includes a definitive joint proxy statement and a
prospectus declared effective by the SEC on Oct. 29, 2015 and a
supplement to the proxy statement/prospectus filed on Nov. 17, 2015.
Investors and security holders are urged to read all relevant documents
filed with the SEC, including the definitive joint proxy statement and
prospectus, because they contain important information about the
proposed transaction. Investors and security holders are able to obtain
the documents free of charge at the SEC's website, http://www.sec.gov,
or for free from MPLX LP at its website, http://ir.mplx.com,
or in writing at 200 E. Hardin Street, Findlay, Ohio 45840, Attention:
Corporate Secretary, or for free from MWE by contacting Investor
Relations by phone at 1-(866) 858-0482 or by email at [email protected].
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