RICHMOND, Va., Aug. 17, 2015 /PRNewswire/ -- Dominion
Midstream Partners, LP (NYSE: DM), announced today that it has
entered into agreements with affiliates of National Grid plc and
New Jersey Resources Corporation to acquire their ownership
interests in Iroquois Gas Transmission System, L.P., in exchange
for the issuance of approximately 8.6 million common units in
Dominion Midstream having an agreed-upon value of approximately
$286.5 million. As part of the
agreements, National Grid and New Jersey Resources would contribute
their combined 25.93 percent ownership interests in Iroquois to
Dominion Midstream in exchange for newly issued Dominion Midstream
common units. Dominion Midstream has no plans to acquire the
ownership interest in Iroquois currently held by Dominion Gas
Holdings, LLC, a wholly owned subsidiary of Dominion Resources,
Inc. (NYSE: D).
Under these agreements, approximately 6.8 million units
(representing approximately $225.4
million at the agreed-upon unit price) would be issued to
National Grid, and approximately 1.8 million units (representing
approximately $61.1 million at the
agreed-upon unit price) would be issued to New Jersey Resources.
National Grid and New Jersey Resources have agreed to certain
transfer restrictions applicable to such units including, with
certain exceptions, a general one-year lockup period, and would be
granted certain registration rights and piggyback registration
rights with respect to future Dominion Midstream equity offerings.
No public market issuance of units is planned in connection with
these transactions.
Thomas F. Farrell II, chairman,
president and chief executive officer of Dominion Resources and
Dominion Midstream GP, LLC, said:
"This is an excellent example of what we have laid out as our
core strategy since Dominion Midstream's IPO – that is, to achieve
best-in-class growth through the acquisition of high-quality,
stable, regulated midstream gas infrastructure. Dominion knows
Iroquois well, and Dominion Midstream is pleased to acquire a stake
in this well-run, safety-conscious pipeline system. We also welcome
National Grid and New Jersey Resources as partners in Dominion
Midstream."
Iroquois Gas Transmission System, L.P., is a Delaware limited partnership that owns and
operates a 416-mile, FERC-regulated natural gas transmission
pipeline extending from the Canada-United
States border near Waddington,
N.Y., through New York and
Connecticut to South Commack, N.Y., on Long Island and Hunts Point, N.Y., in the
Bronx.
The partnership expects that cash flows associated with Dominion
Midstream's existing preferred equity interest in Cove Point,
ownership of Dominion Carolina Gas Transmission (acquired in
April 2015), and the Iroquois
interests acquired from National Grid and New Jersey Resources will
be sufficient to support annual cash distribution growth at
Dominion Midstream at the targeted rate of 22 percent through 2016.
The purchase price equates to a 9.8x multiple of estimated 2015
EBITDA.
The closing of both transactions is subject to clearance under
the Hart-Scott-Rodino Act.
About Dominion Midstream
Dominion Midstream is a
growth-oriented Delaware limited
partnership formed by Dominion Resources, Inc., in March 2014 to own, operate, develop and acquire
natural gas import, storage, regasification, transportation and
related assets. It is headquartered in Richmond, Va. For more information about
Dominion Midstream, visit its website at www.dommidstream.com.
About Iroquois Gas Transmission System,
L.P.
Headquartered in Shelton,
Conn., Iroquois Gas Transmission System, L.P. is a
Delaware limited partnership that
owns and operates a 416-mile, FERC-regulated natural gas
transmission pipeline that extends from the Canada-United
States border near Waddington,
N.Y., through the states of New
York and Connecticut to
South Commack, N.Y., on
Long Island and Hunts Point, N.Y.,
in the Bronx. It was formed in
1985 and commenced full operations in 1992. For more information
about Iroquois, visit the company's website at www.iroquois.com.
About National Grid
National Grid (LSE: NG; NYSE: NGG)
is an electricity and gas company that connects consumers to energy
sources through its networks. In Britain, National Grid runs the gas and
electricity systems that society is built on, delivering gas and
electricity across the country. In the North Eastern U.S., National
Grid connects more than seven million gas and electric customers to
vital energy sources, essential for modern lifestyles. More
information at www.nationalgrid.com.
About New Jersey Resources
New Jersey Resources (NYSE:
NJR) is a Fortune 1000 company that provides safe and reliable
natural gas and clean energy services, including transportation,
distribution and asset management. With annual revenues in excess
of $3 billion, NJR is comprised of
five primary businesses: New Jersey Natural Gas, NJR Energy
Services, NJR Clean Energy Ventures, NJR Midstream and NJR Home
Services.
This news release includes certain forward-looking
information that is subject to various risks and uncertainties.
Words such as "expect," "target," "would," "will," "anticipate,"
"believe," "estimate," "intend," "may," "plan," "predict,"
"project," "should" and similar terms and phrases are used to
identify forward-looking statements. A number of factors that could
cause actual results to differ from those in the forward-looking
statements are identified in Dominion Midstream's filings with the
SEC. You are referred to those discussions for further
information. These statements are not guarantees of future
performance and involve certain risks, uncertainties and
assumptions that are difficult to predict. Any forward-looking
statement speaks only as of the date on which it is made, and the
company undertakes no obligation to update any forward-looking
statement to reflect events or circumstances after the date on
which it is made.
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SOURCE Dominion Midstream Partners