Each one in plain English, with the numbers worked through for a shareholder.
4 May 2007asset acquisition disposition● NeutralMajor
Eagle Rock closed the Montierra purchase on April 30, 2007 for $127.4 million (6,390,400 units plus $6 million cash) and the Laser purchase on May 3 for $136.8 million. It also closed the private sale of 7,005,495 units at $18.20 each for $127.5 million. Natural Gas Partners funds own a majority of both Eagle Rock and Montierra, so an independent conflicts committee reviewed and approved the Montierra deal as fair. Montierra's chief executive, Joseph Mills, became Chairman and CEO of the general partner's operating arm, and Alex Bucher moved from CEO to President and COO. The filing says the Montierra deal adds oil and gas commodity-price exposure to a mainly midstream business.
Lehman Brothers Holdings Inc., Lehman Brothers Inc., LB I Group Inc., Lehman Brothers MLP Opportunity Associates LLC, Lehman Brothers MLP Opportunity Associates LP, Lehman Brothers MLP Opportunity Fund LP of Abo, Lehman Brothers MLP Partners, LP of Above Pers disclosed a new substantial EAGLE ROCK ENERGY PARTNERS L P shareholding (9.20% of votes).
Eagle Rock agreed to buy Laser Midstream's gathering systems (over 405 miles in South Texas, East Texas and North Louisiana) for about $136.8 million ($110 million cash plus 1,407,895 units). It also agreed to buy mineral, royalty and working-interest properties from Montierra and NGP-VII for about $127.6 million (6,400,000 units plus $6 million cash). A $127.5 million private placement of 7,005,495 units is to fund the Laser cash. Both deals were still awaiting closing, and the attached press release reported a 2006 net loss of $23.3 million on revenue of $478.4 million.
Joan Schnepp, who had resigned as an executive vice president and director of the general partner's operating arm (announced in January 2007), signed a separation agreement. She gets $300,000 (18 months of base salary) paid through March 15, 2008, plus health coverage until March 10, 2008 at the latest, and will consult for 18 months. The agreement includes mutual claim releases and a non-solicitation of employees through July 31, 2008.
Williams, Jones & Associates, LLC; EIN reported a EAGLE ROCK ENERGY PARTNERS L P shareholding of 1,356,050 shares (6.51% of votes) in a periodic institutional filing.
