HOUSTON, Oct. 1, 2014 /PRNewswire/ -- Oiltanking Partners
L.P. (NYSE: OILT) (the "Partnership"), announced today that
Oiltanking Holding Americas, Inc. ("Oiltanking Holdings"), a
subsidiary of Oiltanking GmbH, has sold its 64.7% limited partner
interest in the Partnership, represented by 15,899,802 common units
and 38,899,802 subordinated units in the Partnership, as well as
its 2% general partner interest and related incentive distribution
rights, to Enterprise Products Partners L.P. (NYSE: EPD)
("Enterprise"). Oiltanking Partners, through its wholly owned
subsidiaries, Oiltanking Houston and Oiltanking Beaumont, engages
in the terminaling, storage and transportation of crude oil,
refined petroleum products and liquefied petroleum gas at its
terminals located on the Houston Ship Channel and in Beaumont, Texas.
In the transaction, Oiltanking Holdings received Enterprise
common units valued at approximately $2.20
billion and $2.21 billion of
cash for total consideration of approximately $4.41 billion. Christian
Flach, former Chairman of the Board of Directors of the
general partner of the Partnership, has joined the Board of
Directors of Enterprise's general partner.
"Oiltanking Holdings has been providing Enterprise with a
variety of services in the Gulf Coast for more than 30 years and
this transaction will continue our long-term relationship, but now
as an Enterprise unitholder," said Christian Flach. "The Houston and Beaumont terminals are ideally suited for
Enterprise to generate comprehensive synergies and to provide
customers with enhanced services and superior connectivity to
domestic and international export markets for a variety of
petroleum products."
"The Partnership has been a tremendous success story reflecting
the outstanding entrepreneurial achievement of the Oiltanking
team," said Ken Owen, President and
Chief Executive Officer of Oiltanking Holdings. "Over the past
several decades, we have safely grown these assets and successfully
developed this business into one of the most strategic, flexible
and well-connected terminal companies on the United States Gulf
Coast."
Enterprise also paid $228 million
to an affiliate of Oiltanking Holdings to purchase notes
receivables and accrued interest thereon due from the Partnership
and its subsidiaries. These notes include (i) the
$125 million 4.55 percent note
payable by Oiltanking Houston, L.P. due 2022; (ii) the $50 million 5.435 percent note payable by
Oiltanking Houston, L.P. due 2023; (iii) the outstanding
$37 million balance associated with
the Partnership's $150 million
revolving credit facility with a maturity date of November 30, 2017; as well as the remaining notes
payable outstanding. The notes and credit facility have been
amended to reflect Enterprise Products Operating LLC as the
lender. The material terms of these amended notes and credit
facility are substantially the same as those of the previous notes
and credit facility.
The Partnership also announced that Bryan F. Bulawa, William
Ordemann, Robert D. Sanders
and Michael C. Smith have been
elected as members of the Board of Directors of the Partnership's
general partner effective immediately. Mr. Bulawa will serve
as Chairman of the Board. Gregory C.
King, Thomas M. Hart III and
D. Mark Leland are expected to
serve as independent directors of the general partner's Board of
Directors and together comprise each of the Audit Committee and the
Conflicts Committee of the Board of Directors. Mr. Leland is
expected to serve as chairman of the Audit Committee, and Mr.
King is expected to serve as chairman of the Conflicts
Committee. James Flannan
Browne, Christian Flach,
David L. Griffis and Kenneth F. Owen have resigned from the Board of
Directors effective today.
Mr. Bulawa has served as the Senior Vice President and Treasurer
of Enterprise's general partner since October 2009. He
previously served as the Senior Vice President, CFO and Treasurer
of the general partner of Duncan Energy Partners L.P. ("Duncan
Energy") from April 2010 until
September 2011 and as a director of
Duncan Energy's general partner from February 2011 to September 2011. He also
served as the Senior Vice President and Treasurer of the general
partner of Enterprise GP Holdings L.P. from October 2009 to November
2010, as Senior Vice President and Treasurer of Duncan
Energy's general partner from October
2009 to April 2010, and as
Vice President and Treasurer of Enterprise's general partner from
July 2007 to October 2009.
Prior to joining Enterprise, Mr. Bulawa spent 13 years at Scotia
Capital, where he last served as director of the firm's U.S. Energy
Corporate Finance and Distribution group.
Mr. Ordemann has served as a Group Senior Vice President of
Enterprise's general partner since April
2012 and is responsible for Enterprise's onshore and
offshore natural gas and crude oil pipelines, natural gas
processing and storage assets, as well as NGL fractionation and
storage facilities. He previously served as Executive Vice
President of the general partner of Enterprise GP Holdings L.P.
from August 2007 to November 2010 and as Executive Vice President of
Enterprise's general partner from November
2010 to April 2012. He also served as Chief Operating
Officer of Enterprise's general partner from August 2007 until September 2010 and as its Executive Vice
President from August 2007 to
November 2010. He was also elected an Executive Vice
President of Duncan Energy's general partner in August 2007 and served in such role until
September 2011. He previously served as a Senior Vice
President of Enterprise's general partner from September 2001 to August
2007 and as a Vice President from October 1999 to September 2001. Prior to
joining Enterprise, Mr. Ordemann was a Vice President of Shell
Midstream Enterprises, LLC from January
1997 to February 1998, and
Vice President of Tejas Natural Gas Liquids, LLC from February 1998 to September
1999.
Mr. Sanders has served as Vice President of Asset Optimization
of Enterprise's general partner since June
2011. Mr. Sanders previously served Enterprise in several
capacities, including as Director of Asset Optimization from
September 2006 to June 2011, Director of NGL Pipelines from
December 2005 to September 2006 and Director of International
Business from November 2004 to
December 2005. Mr. Sanders has been
in the midstream oil and gas business for 35 years. Prior to
joining Enterprise in 1979, he worked for the Texas Railroad
Commission as an investigative auditor from 1976 to 1979.
Mr. Smith has served as a Group Senior Vice President of
Enterprise's general partner since January
2014 and is responsible for Enterprise's regulated
businesses. He previously served Enterprise as Senior Vice
President, Unregulated NGL Business from April 2012 to January
2014, as Vice President, Western Gas Gathering &
Processing from January 2010 to
April 2012, as Vice President, Rocky
Mountain Gathering from January 2009
to December 2009, as Director, Rocky
Mountains, January 2006 to
January 2009, and as Director,
Commercial Development from October
2002 to December 2005. Prior
to joining Enterprise, Mr. Smith served in marketing, engineering,
and project management roles with Mapco Inc. and The Williams
Companies.
Deutsche Bank Securities Inc. acted as financial advisor and
Vinson & Elkins LLP and Skadden, Arps, Slate, Meagher &
Flom LLP and Associates served as legal advisors to Oiltanking
Holdings.
Forward-Looking Statements
This press release contains forward-looking statements.
These forward-looking statements reflect the Partnership's current
expectations, opinions, views or beliefs with respect to future
events, based on what it believes are reasonable assumptions.
No assurance can be given, however, that these events will
occur. Important factors that could cause actual results to
differ from forward-looking statements include, but are not limited
to: adverse economic or market conditions, changes in demand
for the products that we handle or for our services, increased
competition, changes in the availability and cost of capital,
operating hazards and the effects of existing and future government
regulations. These and other significant risks and
uncertainties are described more fully in the Partnership's filings
with the U.S. Securities and Exchange Commission (the "SEC"),
available at the SEC's website at www.sec.gov. The
Partnership has no obligation and, except as required by law, does
not undertake any obligation, to update or revise these statements
or provide any other information relating to such statements.
Oiltanking Partners, L.P. is a growth-oriented master
limited partnership engaged in independent storage and
transportation of crude oil, refined petroleum products and
liquefied petroleum gas. We are the logistics provider of
choice to major integrated oil companies, distributors, marketers
and chemical and petrochemical companies. Our core assets are
strategically located along the Gulf Coast of the United States on the Houston Ship Channel
and in Beaumont, Texas. For
more information, visit www.oiltankingpartners.com.
Contact Information:
Jack Lascar /
jlascar@dennardlascar.com
Lisa Elliott /
lelliott@dennardlascar.com
Dennard - Lascar Associates
(713) 529-6600
Mark Buscovich /
ir@oiltankingpartners.com
Manager, FP&A and IR
(855) 866-6458
SOURCE Oiltanking Partners, L.P.