Noble Midstream Partners LP Announces Pricing of Initial Public Offering
Noble Midstream Partners LP (“Noble Midstream”) today announced the pricing of its initial public offering of 12,500,000 common units representing limited partner interests at a public offering price of $22.50 per common unit. Noble Midstream was initially offering the common units at an estimated price range of $19.00 to $21.00 per common unit. In addition, Noble Midstream has granted the underwriters a 30-day option to purchase up to an additional 1,875,000 common units at the initial public offering price. The common units are expected to begin trading on September 15, 2016 on the New York Stock Exchange under the ticker symbol “NBLX.” The offering is expected to close on September 20, 2016, subject to customary closing conditions.
Upon closing, the public will hold common units approximating 39.3% of the limited partner interest in Noble Midstream, or approximately 45.2% if the underwriters exercise, in full, their option to purchase additional common units. Noble Energy Inc. (“Noble Energy”) and certain of its subsidiaries will own the remaining limited partner interest in Noble Midstream and all of its incentive distribution rights and will own Noble Midstream’s general partner.
Noble Midstream intends to use proceeds, net of underwriting discounts and commissions, the structuring fee and estimated offering expenses, of approximately $259.7 million to, among other uses, make a distribution of approximately $257.4 million to Noble Energy.
Barclays, Baird, J.P. Morgan, BofA Merrill Lynch, Citigroup, Deutsche Bank Securities, DNB Markets, Mizuho Securities, MUFG and Wells Fargo Securities are acting as book-running managers for the offering and Barclays and Baird are acting as structuring fee agents for the offering. The offering of these securities is being made only by means of a written prospectus meeting the requirements of Section 10 of the Securities Act of 1933. A copy of the preliminary prospectus may be obtained from:
| Barclays c/o Broadridge Financial Solutions 1155 Long Island Avenue Edgewood, NY 11717 Telephone: (888) 603-5847 barclaysprospectus@broadridge.com | Baird Attention: Syndicate Department 777 East Wisconsin Avenue Milwaukee, WI 53202-5391 Telephone: (800) 792-2473 syndicate@rwbaird.com | |||||
| J.P. Morgan c/o Broadridge Financial Solutions 1155 Long Island Avenue Edgewood, NY 11717 Telephone: (866) 803-9204 Email: prospectus-eq_fi@jpmchase.com | BofA Merrill Lynch Prospectus Department 200 North College Street, 3rd floor, Charlotte NC 28255-0001 dg.prospectus_requests@baml.com | |||||
| Citigroup c/o Broadridge Financial Solutions 1155 Long Island Avenue Edgewood, NY 11717 Telephone: 1-800-831-9146 | Deutsche Bank Securities Attn: Prospectus Group 60 Wall Street New York, NY 10005 Telephone: 1-800-503-4611 prospectus.CPDG@db.com | |||||
| DNB Markets Attn: Investment Banking Division 200 Park Avenue, 31st floor New York, NY 10166 Telephone: (212) 681-3800 | Mizuho Securities Attn: Equity Capital Markets 320 Park Avenue, 12th Floor New York, New York 10022 Telephone: (212) 205-7600 | |||||
| MUFG Attn: Capital Markets Group 1221 Avenue of the Americas, 6th Floor New York, New York 10020 Telephone: (877) 649-6848 | Wells Fargo Securities c/o Equity Syndicate Department 375 Park Avenue New York, NY 10152 Telephone: 1-800-326-5897 cmclientsupport@wellsfargo.com | |||||
To obtain a copy of the preliminary prospectus free of charge, visit the U.S. Securities and Exchange Commission’s (the “SEC”) website at www.sec.gov.
A registration statement relating to these securities has been filed with and declared effective by the SEC. This press release does not constitute an offer to sell or the solicitation of an offer to buy securities, and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of that jurisdiction.
About Noble Midstream
Noble Midstream is a growth-oriented Delaware master limited partnership formed by its sponsor, Noble Energy, to own, operate, develop and acquire a wide range of domestic midstream infrastructure assets. Noble Midstream currently provides crude oil, natural gas, and water-related midstream services for Noble Energy in the DJ Basin in Colorado. Our areas of focus are in the DJ Basin and the Delaware Basin in Texas.
Forward Looking Statements
This press release may include forward-looking statements within the meaning of the federal securities laws. Statements that do not relate strictly to historical or current facts are forward-looking. These statements contain words such as "possible," "if," "will" and "expect" and involve risks and uncertainties including, among others, that Noble Midstream's business plans may change as circumstances warrant and securities of Noble Midstream may not ultimately be sold to the public because of general market conditions or other factors. When considering these forward-looking statements, you should keep in mind the risk factors and other cautionary statements in Noble Midstream’s prospectus and SEC filings. Noble Midstream undertakes no obligation and does not intend to update these forward-looking statements to reflect events or circumstances occurring after this press release. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release.
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Contact
Noble Midstream
John Bookout
Chief Financial Officer
(832) 639-7134
john.bookout@nblmidstream.com
or
Chris Hickman
Investor Relations
(281) 943-1622
chris.hickman@nblmidstream.com
