EX-99.1
6
a08-6099_1ex99d1.htm
EX-99.1
Exhibit 99.1
MarkWest
Energy Partners, L.P.
Contact:
Frank
Semple, President & CEO
1515
Arapahoe Street
Nancy
Buese, Senior VP & CFO
Tower
2, Suite 700
Andy
Schroeder, VP Finance & Treasurer
Denver,
CO 80202
Phone:
(866)
858-0482 Fax: (303) 925-8709
E-mail:
investorrelations@markwest.com
MarkWest
Hydrocarbon, Inc.
Website:
www.markwest.com
1515
Arapahoe Street
Tower
2, Suite 700
Denver,
CO 80202
MarkWest Announces Approval of Redemption and Merger
DENVER,
CO - February 21, 2008 - MarkWest Energy Partners, L.P. (NYSE: MWE) and
MarkWest Hydrocarbon, Inc. (AMEX: MWP) announced today that their
respective equityholders approved and adopted the previously announced
Agreement and Plan of Redemption and Merger (the "Redemption and Merger
Agreement") between the two companies as well as the transactions contemplated
by the Redemption and Merger Agreement.
At separate special meetings of equityholders held in Denver, Colorado
on February 21, 2008, approximately 21.4 million units of MarkWest Energy
Partners and approximately 9.8 million shares of MarkWest Hydrocarbon,
representing approximately 63 percent and
82 percent, respectively, of the total units and shares outstanding and
entitled to vote at the respective meetings, were voted in favor of the redemption
and merger and related proposals. The
number of units and shares voted in favor of the redemption and merger and
related proposals represent approximately 97 percent and 99 percent,
respectively, of the total units and shares that were voted at the equityholders
meetings.
"The
combination of MarkWest Energy Partners and MarkWest Hydrocarbon is very compelling
for our equityholders, and will unlock substantial long-term value for MarkWest
Energy Partners", said Frank Semple, President and Chief Executive Officer of
MarkWest Energy Partners and MarkWest Hydrocarbon. "We believe the elimination of the incentive
distribution rights will result in MarkWest having one of the lowest costs of
capital in the MLP industry, which will drive improved financial results from our
expansion projects and will greatly improve our ability to compete for new
acquisitions. Looking ahead, we remain
focused on our primary business objective of providing superior and sustainable
returns for our stakeholders, coupled with a customer-focused growth strategy".
###
MarkWest Energy Partners, L.P. (NYSE:MWE) is a publicly traded master
limited partnership with a solid core of midstream assets and a growing core of
gas transmission assets. It is one of the largest processors of natural gas in
the Northeast and is the largest gas gatherer of natural gas in the prolific
Carthage field in east Texas. It also has a growing number of other gas
gathering and intrastate gas transmission assets in the Southwest, primarily in
Texas and Oklahoma.
MarkWest Hydrocarbon, Inc.
(AMEX: MWP) controls and operates MarkWest Energy Partners, L.P. (NYSE: MWE), a
publicly traded limited partnership engaged in the gathering, processing and
transmission of natural gas; the transportation, fractionation and storage of
natural gas liquids; and the gathering and transportation of crude oil. We also
market natural gas and NGLs.
This press release includes "forward-looking statements" within the
meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E
of the Securities Exchange Act of 1934, as amended. All statements other than statements of
historical facts included or incorporated herein may constitute forward-looking
statements. Although we believe that the
expectations reflected in the forward-looking statements, specifically those
including those referring to future performance, growth, cash flow, operating
income, distributable cash flow (DCF), distributions, or other factors, are reasonable,
these forward-looking statements are not guarantees of future performance and
we can give no assurance that such expectations will prove to be correct and
that projected performance or distributions may not be achieved. Among the factors that could cause results to
differ materially are those risks discussed in our joint proxy
statement/prospectus, dated January 7, 2008, as filed with the SEC. You are also urged to carefully review and
consider the cautionary statements and other disclosures, including those under
the heading "Risk Factors", made in the joint proxy statement/prospectus, which
identify and discuss significant risks, uncertainties and various other factors
that could cause actual results to vary significantly from those expressed or
implied in the forward-looking statements.
We do not undertake any duty to update any forward-looking statement.
Investors and security holders are urged to read the joint proxy
statement/prospectus carefully because it contains important information regarding
MarkWest Energy Partners, MarkWest Hydrocarbon, and the transaction. Investors and security holders may obtain a
free copy of the joint proxy statement/prospectus and other documents
containing information about MarkWest Energy Partners and MarkWest Hydrocarbon,
without charge, at the SEC's website at www.sec.gov. Copies of the joint proxy
statement/prospectus and the SEC filings that will be incorporated by reference
in the joint proxy statement/prospectus may also be obtained free of charge by
directing a request to the entities' investor relations department at
866-858-0482, or by accessing the companies' website at www.markwest.com.
MarkWest Energy Partners, MarkWest Hydrocarbon, the officers and
directors of the general partner of MarkWest Energy Partners, and the officers
and directors of MarkWest Hydrocarbon may be deemed to be participants in the
solicitation of proxies from their security holders. Information about these
persons can be found in the Annual Report on Form 10-K/A for the year
ended December 31, 2006, for each of MarkWest Energy Partners and MarkWest
Hydrocarbon, as filed with the SEC, and additional information about such
persons may be obtained from the joint proxy statement/prospectus.
This document shall not constitute an offer to sell or the solicitation
of an offer to buy any securities, nor shall there be any sale of securities in
any jurisdiction in which such offer, solicitation, or sale would be unlawful
prior to registration or qualification under the securities laws of any such
jurisdiction. No offering of securities shall be made except by means of a
prospectus meeting the requirements of the Securities Act of 1933, as amended.

EX - 99 . 1 6 a08 - 6099 _ 1ex99d1 . htm EX - 99 . 1 Exhibit 99 . 1 MarkWest Energy Partners , L . P . Contact : Frank Semple , President & CEO 1515 Arapahoe Street Nancy Buese , Senior VP & CFO Tower 2 , Suite 700 Andy Schroeder , VP Finance & Treasurer Denver , CO 80202 Phone : ( 866 ) 858 - 0482 Fax : ( 303 ) 925 - 8709 E - mail : investorrelations@markwest.com MarkWest Hydrocarbon , Inc . Website : www.markwest.com 1515 Arapahoe Street Tower 2 , Suite 700 Denver , CO 80202 MarkWest Announces Approval of Redemption and Merger DENVER , CO - February 21 , 2008 - MarkWest Energy Partners , L . P . ( NYSE : MWE ) and MarkWest Hydrocarbon , Inc . ( AMEX : MWP ) announced today that their respective equityholders approved and adopted the previously announced Agreement and Plan of Redemption and Merger ( the " Redemption and Merger Agreement " ) between the two companies as well as the transactions contemplated by the Redemption and Merger Agreement . At separate special meetings of equityholders held in Denver , Colorado on February 21 , 2008 , approximately 21 . 4 million units of MarkWest Energy Partners and approximately 9 . 8 million shares of MarkWest Hydrocarbon , representing approximately 63 percent and 82 percent , respectively , of the total units and shares outstanding and entitled to vote at the respective meetings , were voted in favor of the redemption and merger and related proposals . The number of units and shares voted in favor of the redemption and merger and related proposals represent approximately 97 percent and 99 percent , respectively , of the total units and shares that were voted at the equityholders meetings . " The combination of MarkWest Energy Partners and MarkWest Hydrocarbon is very compelling for our equityholders , and will unlock substantial long - term value for MarkWest Energy Partners " , said Frank Semple , President and Chief Executive Officer of MarkWest Energy Partners and MarkWest Hydrocarbon . " We believe the elimination of the incentive distribution rights will result in MarkWest having one of the lowest costs of capital in the MLP industry , which will drive improved financial results from our expansion projects and will greatly improve our ability to compete for new acquisitions . Looking ahead , we remain focused on our primary business objective of providing superior and sustainable returns for our stakeholders , coupled with a customer - focused growth strategy " . # # # MarkWest Energy Partners , L . P . ( NYSE : MWE ) is a publicly traded master limited partnership with a solid core of midstream assets and a growing core of gas transmission assets . It is one of the largest processors of natural gas in the Northeast and is the largest gas gatherer of natural gas in the prolific Carthage field in east Texas . It also has a growing number of other gas gathering and intrastate gas transmission assets in the Southwest , primarily in Texas and Oklahoma . MarkWest Hydrocarbon , Inc . ( AMEX : MWP ) controls and operates MarkWest Energy Partners , L . P . ( NYSE : MWE ) , a publicly traded limited partnership engaged in the gathering , processing and transmission of natural gas ; the transportation , fractionation and storage of natural gas liquids ; and the gathering and transportation of crude oil . We also market natural gas and NGLs . This press release includes " forward - looking statements " within the meaning of Section 27A of the Securities Act of 1933 , as amended , and Section 21E of the Securities Exchange Act of 1934 , as amended . All statements other than statements of historical facts included or incorporated herein may constitute forward - looking statements . Although we believe that the expectations reflected in the forward - looking statements , specifically those including those referring to future performance , growth , cash flow , operating income , distributable cash flow ( DCF ) , distributions , or other factors , are reasonable , these forward - looking statements are not guarantees of future performance and we can give no assurance that such expectations will prove to be correct and that projected performance or distributions may not be achieved . Among the factors that could cause results to differ materially are those risks discussed in our joint proxy statement / prospectus , dated January 7 , 2008 , as filed with the SEC . You are also urged to carefully review and consider the cautionary statements and other disclosures , including those under the heading " Risk Factors " , made in the joint proxy statement / prospectus , which identify and discuss significant risks , uncertainties and various other factors that could cause actual results to vary significantly from those expressed or implied in the forward - looking statements . We do not undertake any duty to update any forward - looking statement . Investors and security holders are urged to read the joint proxy statement / prospectus carefully because it contains important information regarding MarkWest Energy Partners , MarkWest Hydrocarbon , and the transaction . Investors and security holders may obtain a free copy of the joint proxy statement / prospectus and other documents containing information about MarkWest Energy Partners and MarkWest Hydrocarbon , without charge , at the SEC 's website at www.sec.gov . Copies of the joint proxy statement / prospectus and the SEC filings that will be incorporated by reference in the joint proxy statement / prospectus may also be obtained free of charge by directing a request to the entities ' investor relations department at 866 - 858 - 0482 , or by accessing the companies ' website at www.markwest.com . MarkWest Energy Partners , MarkWest Hydrocarbon , the officers and directors of the general partner of MarkWest Energy Partners , and the officers and directors of MarkWest Hydrocarbon may be deemed to be participants in the solicitation of proxies from their security holders . Information about these persons can be found in the Annual Report on Form 10 - K / A for the year ended December 31 , 2006 , for each of MarkWest Energy Partners and MarkWest Hydrocarbon , as filed with the SEC , and additional information about such persons may be obtained from the joint proxy statement / prospectus . This document shall not constitute an offer to sell or the solicitation of an offer to buy any securities , nor shall there be any sale of securities in any jurisdiction in which such offer , solicitation , or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction . No offering of securities shall be made except by means of a prospectus meeting the requirements of the Securities Act of 1933 , as amended .
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