Archrock, Inc.’s $607 Million Acquisition of Remaining Public Stake in Archrock Partners, L.P.

Citi is acting as exclusive financial advisor and Latham & Watkins is acting as legal advisor to Archrock. Evercore Group L.L.C. is acting as exclusive financial advisor and Akin Gump Strauss Hauer & Feld LLP and Morris, Nichols, Arsht & Tunnell LLP are acting as legal advisors to the Archrock Partners conflicts committee.

Archrock, Inc. (NYSE:AROC) (“Archrock” or “AROC”) and Archrock Partners, L.P. (NASDAQ:APLP) (“Archrock Partners” or “APLP”) today announced that they have entered into a definitive merger agreement under which Archrock will acquire all of the outstanding common units of Archrock Partners it does not already own for Archrock common stock valued at approximately $607 million, based on the most recent closing price of Archrock common stock.

Under the merger agreement, each outstanding common unit of Archrock Partners that Archrock does not already own will be converted into 1.400 shares of Archrock common stock, representing a 23.4 percent premium to the Archrock Partners closing price on December 29, 2017; and a 23.9 percent premium to Archrock Partners volume-weighted average trading price during the ten trading days ended December 29, 2017.

Following the completion of the transaction, Archrock is expected to have an approximate $2.8 billion enterprise value and will continue to be the largest outsourced provider of natural gas compression services in the United States. Stockholders of Archrock and unitholders of Archrock Partners are expected to benefit from the larger size of the combined company, improved equity trading liquidity, and a lower cost of funding for future growth. Following the completion of the transaction, Archrock does not expect to pay cash federal income taxes through at least 2023.

Citi is acting as exclusive financial advisor and Latham & Watkins is acting as legal advisor to Archrock. Evercore Group L.L.C. is acting as exclusive financial advisor and Akin Gump Strauss Hauer & Feld LLP and Morris, Nichols, Arsht & Tunnell LLP are acting as legal advisors to the Archrock Partners conflicts committee.

Akin Gump acted as legal advisor to the Archrock Partners conflicts committee with a team including John Goodgame (Picture) Lisa Hearn (M&A), Alison Chen (Tax) Chase Armbrust and Allyson Li.

Bracewell LLP represented Evercore with a team including Will Anderson (Picture) and Benjamin J. Martin.

 

Involved fees earner: William Anderson – Bracewell & Giuliani; Benjamin Martin – Bracewell & Giuliani; John Goodgame – Akin Gump; Lisa Leiman Hearn – Akin Gump; Allyson Li – Akin Gump; Charles Armbrust – Akin Gump; Alison Chen – Akin Gump;

Law Firms: Bracewell & Giuliani; Akin Gump;

Clients: Evercore Partners; Archrock Partners LP;