MWE » Topics » ITEM 8.01. Other Events.

This excerpt taken from the MWE 8-K filed Oct 23, 2009.

ITEM 8.01. Other Events.

 

On October 22, 2009, the Board of Directors of the General Partner of MarkWest Energy Partners, L.P. (the “Partnership”) declared a cash distribution of $0.64 per common unit for the third quarter of 2009, for an implied annual rate of $2.56 per common unit.  The third quarter 2009 distribution is unchanged from the distributions in the third quarter 2008 and the second quarter 2009.  The third quarter 2009 distribution is payable November 13, 2009, to unitholders of record on November 2, 2009.  The ex-dividend date is October 29, 2009.  On October 22, 2009, the Partnership issued a press release relating to the third quarter distribution.  A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K.

 

Cautionary Statements

 

This filing includes “forward-looking statements.” All statements other than statements of historical facts included or incorporated herein may constitute forward-looking statements. Actual results could vary significantly from those expressed or implied in such statements and are subject to a number of risks and uncertainties. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we can give no assurance that such expectations will prove to be correct. The forward-looking statements involve risks and uncertainties that affect our operations, financial performance, and other factors as discussed in our filings with the Securities and Exchange Commission. Among the factors that could cause results to differ materially are those risks discussed in the periodic reports we file with the SEC, including our Annual Report on Form 10-K for the year ended December 31, 2008, and our Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2009, as filed with the SEC. You are urged to carefully review and consider the cautionary statements and other disclosures made in those filings, specifically those under the heading “Risk Factors.”

 

This excerpt taken from the MWE 8-K filed Oct 6, 2009.

ITEM 8.01.  Other Events.

 

On October 5, 2009, MarkWest Pioneer, L.L.C. (“Pioneer”), a joint venture between MarkWest Energy Partners, L.P. and an affiliate of ArcLight Capital Partners, LLC, announced that it notified affiliates of Kinder Morgan Energy Partners, L.P. and Energy Transfer Partners, L.P. (“MarkWest”) that it will not exercise its option to acquire a 10 percent equity interest in Midcontinent Express Pipeline LLC.

 

MarkWest believes the Midcontinent Express Pipeline is a critical component of the pipeline infrastructure that transports natural gas from newly developed areas in Texas and Oklahoma, including an interconnect with Pioneer’s Arkoma Connector Pipeline in Southeast Oklahoma, into high-demand markets in the Eastern U.S.  However, MarkWest is foregoing the option to acquire the equity interest in order to prioritize available capital for strategic growth projects in its core operating areas.  A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K.

 

Cautionary Statements

 

This filing includes “forward-looking statements.” All statements other than statements of historical facts included or incorporated herein may constitute forward-looking statements. Actual results could vary significantly from those expressed or implied in such statements and are subject to a number of risks and uncertainties. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we can give no assurance that such expectations will prove to be correct. The forward-looking statements involve risks and uncertainties that affect our operations, financial performance, and other factors as discussed in our filings with the Securities and Exchange Commission. Among the factors that could cause results to differ materially are those risks discussed in the periodic reports we file with the SEC, including our Annual Report on Form 10-K, for the year ended December 31, 2008, and our Quarterly Report on Form 10-Q, for the quarterly period ended June 30, 2009, as filed with the SEC. You are urged to carefully review and consider the cautionary statements and other disclosures made in those filings, specifically those under the heading “Risk Factors.”

 

This excerpt taken from the MWE 8-K filed Sep 15, 2009.

ITEM 8.01.  Other Events.

 

On September 15, 2009, MarkWest Liberty Midstream & Resources, LLC (“MarkWest Liberty”), a partnership between MarkWest Energy Partners, L.P. (“MarkWest”) and the Midstream & Resources Funds, announced that it reached definitive agreements with Chesapeake Appalachia, L.L.C. (“Chesapeake”), a subsidiary of Chesapeake Energy Corporation, and Statoil Natural Gas LLC, a wholly owned subsidiary of StatoilHydro ASA, to process gas at MarkWest Liberty’s new Majorsville processing plant.  The new Majorsville plant is planned to be constructed and located in the panhandle of West Virginia.  The agreements announced are in addition to an agreement MarkWest Liberty executed earlier this year with Range Resources to process gas at the Majorsville facility. All three agreements include significant acreage dedications and other commitments. MarkWest expects to complete the new 120 million cubic feet per day Majorsville cryogenic plant in mid 2010.

 

The hydrocarbon-rich gas produced by Chesapeake and Statoil is to be gathered by NiSource Gas Transmission and Storage affiliate Columbia Gas Transmission using its infrastructure in Marshall and Wetzel counties in West Virginia.  Pursuant to the arrangements MarkWest and Columbia announced in August 2008, Columbia will deliver the gas to MarkWest Liberty’s Majorsville processing plant, which is planned to be located adjacent to Columbia’s existing Majorsville compressor station.

 

The hydrocarbon liquids produced at the Majorsville plant will be connected via pipeline to MarkWest Liberty’s Houston, Pennsylvania processing complex.  MarkWest Liberty plans to install an approximate 37,000 barrel per day fractionation facility at the Houston complex, as well as transportation, storage, and marketing infrastructure, to sell the hydrocarbon liquids into high-value markets in the northeastern United States.  MarkWest Energy currently operates a 22,000 barrel per day fractionation, storage, and marketing facility near Portsmouth, Ohio. A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K.

 

Cautionary Statements

 

This filing includes “forward-looking statements.” All statements other than statements of historical facts included or incorporated herein may constitute forward-looking statements. Actual results could vary significantly from those expressed or implied in such statements and are subject to a number of risks and uncertainties. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we can give no assurance that such expectations will prove to be correct. The forward-looking statements involve risks and uncertainties that affect our operations, financial performance, and other factors as discussed in our filings with the Securities and Exchange Commission. Among the factors that could cause results to differ materially are those risks discussed in the periodic reports we file with the SEC, including our Annual Report on Form 10-K, for the year ended December 31, 2008, and our Quarterly Report on Form 10-Q, for the three months ended June 30, 2009, as filed with the SEC. You are urged to carefully review and consider the cautionary statements and other disclosures made in those filings, specifically those under the heading “Risk Factors.”

 

This excerpt taken from the MWE 8-K filed Sep 3, 2009.

ITEM 8.01.  Other Events.

 

On September 1, 2009, MarkWest Energy Partners, L.P. (“MarkWest”) announced the closing of the sale of its steam methane reformer (“SMR”) facility currently being constructed at its Javelina processing facility in Corpus Christi, Texas to Air Products and Chemicals, Inc. (“Air Products”) for proceeds of approximately $73.1 million.

 

Under the terms of the purchase and sale agreement, Air Products will complete the construction of the SMR, which is expected to be on-stream in March 2010.  In conjunction with the purchase and sale agreement, the companies executed a long-term supply agreement whereby Air Products will provide hydrogen and steam to MarkWest.  The hydrogen produced by the SMR facility, together with hydrogen generated by the Javelina plant, will be sold to MarkWest’s existing refinery customers.  A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K.

 

This excerpt taken from the MWE 8-K filed Jul 24, 2009.

ITEM 8.01. Other Events.

 

On July 23, 2009, the Board of Directors of the General Partner of MarkWest Energy Partners, L.P. (the “Partnership”) declared the Partnership’s quarterly cash distribution of $0.64 per common unit for the second quarter of 2009, for an implied annual rate of $2.56 per common unit.  The second quarter 2009 distribution represents an increase of $0.01 per common unit, or 2 percent, compared to the second quarter 2008 distribution and is unchanged from the first quarter 2009 distribution.  The second quarter distribution is payable August 14, 2009, to unitholders of record on August 3, 2009.  The ex-dividend date is July 30, 2009.  On July 23, 2009, the Partnership issued a press release relating to the second quarter distribution.  A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K.

 

Cautionary Statements

 

This filing includes “forward-looking statements.” All statements other than statements of historical facts included or incorporated herein may constitute forward-looking statements. Actual results could vary significantly from those expressed or implied in such statements and are subject to a number of risks and uncertainties. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we can give no assurance that such expectations will prove to be correct. The forward-looking statements involve risks and uncertainties that affect our operations, financial performance, and other factors as discussed in our filings with the Securities and Exchange Commission. Among the factors that could cause results to differ materially are those risks discussed in the periodic reports we file with the SEC, including our Annual Report on Form 10-K for the year ended December 31, 2008, and our Quarterly Report on Form 10-Q for the three months ended March 31, 2009, as filed with the SEC. You are urged to carefully review and consider the cautionary statements and other disclosures made in those filings, specifically those under the heading “Risk Factors.”

 

This excerpt taken from the MWE 8-K filed Jul 1, 2009.

ITEM 8.01.  Other Events.

 

On June 26, 2009, MarkWest Energy Partners, L.P. (“MarkWest”) entered into an agreement to sell the Steam Methane Reformer (“SMR”) currently being constructed at its Javelina gas processing and fractionation facility in Corpus Christi, Texas.  Under the terms of the agreement, the purchaser would complete the construction of the SMR and would provide hydrogen to MarkWest pursuant to a long-term agreement.  MarkWest intends to use proceeds from the sale to pay down amounts outstanding under its revolving credit facility and for the continued development of strategic projects in the Marcellus Shale. The potential divestiture of the SMR is anticipated to close in the third quarter of 2009 and is subject to contingencies, including the receipt of required consents and approvals.

 

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SIGNATURE

 

Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

 

 

 

MARKWEST ENERGY PARTNERS, L.P.

 

 

 

 

(Registrant)

 

 

 

 

 

 

 

 

By:

MarkWest Energy GP, L.L.C.,

 

 

 

 

Its General Partner

 

 

 

 

 

Date: July 1, 2009

 

 

By:

/s/ NANCY K. BUESE

 

 

 

 

Nancy K. Buese
Senior Vice President and Chief Financial Officer

 

 

 

 

 

 

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This excerpt taken from the MWE 8-K filed May 27, 2009.

ITEM 8.01.  Other Events.

 

On May 20, 2009, the Partnership issued press releases announcing the offering and the pricing of the Senior Notes, and on May 26, 2009 the Partnership issued a press release announcing the closing of the Senior Note offering.  A copy of the Partnership’s press releases announcing the offering, the pricing and the closing are filed as Exhibits 99.1, 99.2 and 99.3, respectively, to this Current Report on Form 8-K and are incorporated herein by reference.

 

The press releases shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state in which the offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state.

 

Cautionary Statements

 

This filing includes “forward-looking statements.” All statements other than statements of historical facts included or incorporated herein may constitute forward-looking statements. Actual results could vary significantly from those expressed or implied in such statements and are subject to a number of risks and uncertainties. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we can give no assurance that such expectations will prove to be correct. The forward-looking statements involve risks and uncertainties that affect our operations, financial performance, and other factors as discussed in our filings with the Securities and Exchange Commission. Among the factors that could cause results to differ materially are those risks discussed in the periodic reports we file with the SEC, including our Annual Report on Form 10-K, for the year ended December 31, 2008, and our Quarterly Report on Form 10-Q, for the three months ended March 31, 2009, as filed with the SEC. You are urged to carefully review and consider the cautionary statements and other disclosures made in those filings, specifically those under the heading “Risk Factors.”

 

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This excerpt taken from the MWE 8-K filed May 18, 2009.

ITEM 8.01. Other Events

 

On January 1, 2009, MarkWest Energy Partners, L.P. (the “Partnership”) adopted Statement of Financial Accounting Standards No. 160, Noncontrolling Interests in Consolidated Financial Statements—an Amendment of ARB No. 51 (“SFAS 160”) and FSP EITF 03-6-1, Determining Whether Instruments Granted in Share-Based Payment Transactions Are Participating Securities (“FSP EITF 03-6-1”).

 

Attached as Exhibit 99.1 to this Current Report on Form 8-K are retrospectively adjusted versions of Items 6, 7 and 8 of the Partnership’s Annual Report on Form 10-K for the fiscal year ended December 31, 2008, as filed with the Securities and Exchange Commission on March 2, 2009 (the “Form 10-K”), which reflect the adoption of SFAS 160 and FSP EITF 03-6-1 and the resulting change in the presentation and disclosure requirements relating to the financial statements for all periods presented in accordance with the requirements of SFAS 160 and FSP EITF 03-6-1.  All other Items of the Form 10-K remain unchanged.  This Current Report on Form 8-K should be read in conjunction with the portions of the Form 10-K that have not been updated herein.

 

This excerpt taken from the MWE 8-K filed May 11, 2009.

ITEM 8.01   Other Events

 

On May 7, 2009, MarkWest Liberty Midstream & Resources, L.L.C. (“MarkWest Liberty”), a partnership between MarkWest Energy Partners, L.P. and NGP Midstream & Resources, L.P., announced the successful April start-up of a cryogenic processing plant in Washington County, Pennsylvania to support the significant development of the Marcellus Shale in southwest Pennsylvania and northern West Virginia by Range Resources and other Marcellus producers.

 

The new plant is operating at its capacity of 30 million cubic feet per day (MMcf/d) and includes a depropanizer to extract propane from the gas stream that is sold into the regional market.  When combined with the existing 30 MMcf/d refrigeration plant that was installed in November of 2008, MarkWest Liberty has total processing capacity in southwest Pennsylvania of 60 MMcf/d.

 

MarkWest Liberty anticipates bringing on line 20 MMcf/d of additional refrigeration capacity by the end of September and completing the installation of a new 120 MMcf/d cryogenic processing plant in early 2010. MarkWest Liberty anticipates having total Marcellus cryogenic processing capacity of up to 270 MMcf/d by the end of 2010.  A press release announcing this is included as Exhibit 99.1.

 

Cautionary Statements

 

This filing includes “forward-looking statements.” All statements other than statements of historical facts included or incorporated herein may constitute forward-looking statements. Actual results could vary significantly from those expressed or implied in such statements and are subject to a number of risks and uncertainties. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we can give no assurance that such expectations will prove to be correct. The forward-looking statements involve risks and uncertainties that affect our operations, financial performance, and other factors as discussed in our filings with the Securities and Exchange Commission. Among the factors that could cause results to differ materially are those risks discussed in the periodic reports we file with the SEC, including our Annual Report on Form 10-K, for the year ended December 31, 2008, as filed with the SEC. You are urged to carefully review and consider the cautionary statements and other disclosures made in those filings, specifically those under the heading “Risk Factors.”

 

This excerpt taken from the MWE 8-K filed May 7, 2009.

ITEM 8.01   Other Events

 

On May 4, 2009, MarkWest Energy Partners, L.P. (“MarkWest”) and ArcLight Capital Partners, LLC (“ArcLight”) announced the formation of a joint venture dedicated to the construction and operation of the Arkoma Connector pipeline, a 50-mile interstate pipeline that will provide approximately 625,000 dekatherms per day of Woodford Shale takeaway capacity and interconnects with Midcontinent Express Pipeline and Gulf Crossing Pipeline.  Upon completion of the Arkoma Connector, MarkWest will have total takeaway capacity in southeast Oklahoma of approximately 1.3 billion cubic feet per day.  Under the terms of the joint venture, ArcLight is acquiring a 50 percent equity interest in the pipeline for $62.5 million.  MarkWest will operate the pipeline and the joint venture entity will pay a fee to MarkWest to manage the joint venture.  Following operational commencement of the pipeline, the joint venture partners will invest equally in the ongoing costs associated with operating or expanding the pipeline.  A press release announcing this agreement is included as Exhibit 99.1.

 

Cautionary Statements

 

This filing includes “forward-looking statements.” All statements other than statements of historical facts included or incorporated herein may constitute forward-looking statements. Actual results could vary significantly from those expressed or implied in such statements and are subject to a number of risks and uncertainties. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we can give no assurance that such expectations will prove to be correct. The forward-looking statements involve risks and uncertainties that affect our operations, financial performance, and other factors as discussed in our filings with the Securities and Exchange Commission. Among the factors that could cause results to differ materially are those risks discussed in the periodic reports we file with the SEC, including our Annual Report on Form 10-K, for the year ended December 31, 2008, as filed with the SEC. You are urged to carefully review and consider the cautionary statements and other disclosures made in those filings, specifically those under the heading “Risk Factors.”

 

This excerpt taken from the MWE 8-K filed Apr 24, 2009.

ITEM 8.01. Other Events.

 

On April 23, 2009, the Board of Directors of the General Partner of MarkWest Energy Partners, L.P. (the “Partnership”) declared the Partnership’s quarterly cash distribution of $0.64 per common unit for the first quarter of 2009, for an implied annual rate of $2.56 per common unit.  The first quarter 2009 distribution represents an increase of $0.04 per common unit, or 7 percent, compared to the first quarter 2008 distribution and is unchanged from the fourth quarter 2008 distribution.  The first quarter distribution is payable May 15, 2009, to unitholders of record on May 4, 2009.  The ex-dividend date is April 30, 2009.  On April 23, 2009, the Partnership issued a press release relating to the first quarter distribution.  A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K.

 

Cautionary Statements

 

This filing includes “forward-looking statements.” All statements other than statements of historical facts included or incorporated herein may constitute forward-looking statements. Actual results could vary significantly from those expressed or implied in such statements and are subject to a number of risks and uncertainties. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we can give no assurance that such expectations will prove to be correct. The forward-looking statements involve risks and uncertainties that affect our operations, financial performance, and other factors as discussed in our filings with the Securities and Exchange Commission. Among the factors that could cause results to differ materially are those risks discussed in the periodic reports we file with the SEC, including our Annual Report on Form 10-K, as amended, for the year ended December 31, 2008, as filed with the SEC. You are urged to carefully review and consider the cautionary statements and other disclosures made in those filings, specifically those under the heading “Risk Factors.”

 

This excerpt taken from the MWE 8-K filed Mar 4, 2009.

ITEM 8.01. Other Events.

 

On March 2, 2009, MarkWest Energy Partners, L.P. (“MarkWest”) and Midstream & Resources (“M&R”) announced the February 27, 2009 closing of their agreements to form a partnership dedicated to the construction and operation of natural gas midstream services to support producer customers in the Marcellus Shale in Pennsylvania, West Virginia and Ohio area.

 

Under the terms of the partnership, which is owned 60 percent by MarkWest and 40 percent by M&R, MarkWest contributed approximately $100 million of existing Marcellus Shale natural gas gathering and processing assets to the partnership and will be responsible for operating the facilities. M&R will invest the next $200 million of expansion capital.  Subsequent expansion capital will be incrementally funded by MarkWest over the course of several years in accordance with the partnership agreement, until it achieves the 60/40 investment structure.

 

Cautionary Statements

 

This filing includes “forward-looking statements.”  All statements other than statements of historical facts included or incorporated herein may constitute forward-looking statements.  Actual results could vary significantly from those expressed or implied in such statements and are subject to a number of risks and uncertainties.  Although we believe that the expectations reflected in the forward-looking statements are reasonable, we can give no assurance that such expectations will prove to be correct.  The forward-looking statements involve risks and uncertainties that affect our operations, financial performance, and other factors as discussed in our filings with the Securities and Exchange Commission.  Among the factors that could cause results to differ materially are those risks discussed in the periodic reports we file with the SEC, including our Annual Report on Form 10-K, for the year ended December 31, 2008, as filed with the SEC.  You are urged to carefully review and consider the cautionary statements and other disclosures made in those filings, specifically those under the heading “Risk Factors.”  We do not undertake any duty to update any forward-looking statement except as required by law.

 

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This excerpt taken from the MWE 8-K filed Oct 24, 2008.

ITEM 8.01. Other Events.

 

On October 22, 2008, the Board of Directors of the General Partner of MarkWest Energy Partners, L.P. (the “Partnership”) declared the Partnership’s quarterly cash distribution of $0.64 per common unit for the third quarter of 2008, for an implied annual rate of $2.56 per common unit.  The third quarter 2008 distribution represents an increase of $0.09 per common unit, or 16 percent, compared to the third quarter 2007 distribution and an increase of $0.01 per common unit compared to the second quarter 2008 distribution.  The third quarter distribution is payable November 14, 2008, to unitholders of record on November 4, 2008.  The ex-dividend date is October 31, 2008.  On October 22, 2008, the Partnership issued a press release relating to the third quarter distribution.  A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K.

 

On October 22, 2008, the Partnership also announced that the Board of Directors of its General Partner elected Frank M. Semple as Chairman of the Board of Directors.  Mr. Semple will continue in his current position as President and Chief Executive Officer.  In addition, the Board of Directors elected John M. Fox, who preceded Mr. Semple as Chairman of the Board of Directors, as Lead Director of the Board of Directors.  The Board believes that a Lead Director is an integral component of promoting strong, independent oversight of the Partnership.  As Lead Director, Mr. Fox will preside at executive sessions of the non-management directors and at full Board meetings when the Chairman is not present, serve as the principal liaison between the independent directors and the Chairman and Chief Executive Officer, consult and work with the Chairman to schedule Board meetings and develop and approve Board agendas, and perform such other duties as the Board may determine from time to time.  A copy of the press release is filed as Exhibit 99.2 to this Current Report on Form 8-K.

 

Cautionary Statements

 

This press release includes “forward-looking statements.”  All statements other than statements of historical facts included or incorporated herein may constitute forward-looking statements.  Actual results could vary significantly from those expressed or implied in such statements and are subject to a number of risks and uncertainties.  Although we believe that the expectations reflected in the forward-looking statements are reasonable, we can give no assurance that such expectations will prove to be correct.  The forward-looking statements involve risks and uncertainties that affect our operations, financial performance and other factors as discussed in our filings with the Securities and Exchange Commission.  Among the factors that could cause results to differ materially are those risks discussed in our Form 10-K, as amended, for the year ended December 31, 2007, as filed with the SEC.  You are urged to carefully review and consider the cautionary statements and other disclosures made in those filings, specifically those under the heading “Risk Factors.”  We do not undertake any duty to update any forward-looking statement except as required by law.

 

This excerpt taken from the MWE 8-K filed Aug 7, 2008.

ITEM 8.01. Other Events.

 

On August 6, 2008, MarkWest Energy Partners, L.P. announced that on July 31, 2008, it entered into an agreement to acquire PQ Gathering Assets, LLC which owns gathering systems and related facilities in the Woodford Shale area of southeastern Oklahoma for approximately $41.3 million.  In conjunction with the gathering agreements associated with the acquisition, MarkWest will invest up to an additional $15 million in 2008 and $13 million in 2009 to support the development of Petroquest’s Woodford Shale and coal bed methane initiatives.

 

Petroquest is the primary producer supporting these gathering systems, which are currently producing approximately 45 million cubic feet of gas per day.  Petroquest has over 31,000 net acres dedicated to these gathering assets and currently has three drilling rigs operating in this area.  A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K.

 

Cautionary Statements

 

This press release includes “forward-looking statements.”  All statements other than statements of historical facts included or incorporated herein may constitute forward-looking statements.  Actual results could vary significantly from those expressed or implied in such statements and are subject to a number of risks and uncertainties.  Although we believe that the expectations reflected in the forward-looking statements are reasonable, we can give no assurance that such expectations will prove to be correct.  The forward-looking statements involve risks and uncertainties that affect our operations, financial performance and other factors as discussed in our filings with the Securities and Exchange Commission.  Among the factors that could cause results to differ materially are those risks discussed in our Form 10-K for the year ended December 31, 2007, as filed with the SEC.  You are urged to carefully review and consider the cautionary statements and other disclosures made in those filings, specifically those under the heading “Risk Factors.”  We do not undertake any duty to update any forward-looking statement except as required by law.

 

This excerpt taken from the MWE 8-K filed Jul 25, 2008.

ITEM 8.01. Other Events.

 

On July 24, 2008, the Board of Directors of the general partner of MarkWest Energy Partners, L.P. (the “Partnership”) declared the Partnership’s quarterly cash distribution of $0.63 per common unit for the second quarter of 2008, for an implied annual rate of $2.52 per common unit.  This is an increase of $0.03 per common unit, compared to the first quarter 2008 distribution and $0.10 per common unit, or 19 percent, compared to the second quarter 2007 distribution.  The second quarter distribution is payable August 15, 2008, to unitholders of record on August 4, 2008.  The ex-dividend date is July 31, 2008.  On July 24, 2008, the Partnership issued a press release relating to the second quarter distribution.  A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K.

 

Cautionary Statements

 

This press release includes “forward-looking statements.”  All statements other than statements of historical facts included or incorporated herein may constitute forward-looking statements.  Actual results could vary significantly from those expressed or implied in such statements and are subject to a number of risks and uncertainties.  Although we believe that the expectations reflected in the forward-looking statements are reasonable, we can give no assurance that such expectations will prove to be correct.  The forward-looking statements involve risks and uncertainties that affect our operations, financial performance and other factors as discussed in our filings with the Securities and Exchange Commission.  Among the factors that could cause results to differ materially are those risks discussed in our Form 10-K for the year ended December 31, 2007, as filed with the SEC.  You are urged to carefully review and consider the cautionary statements and other disclosures made in those filings, specifically those under the heading “Risk Factors.”  We do not undertake any duty to update any forward-looking statement except as required by law.

 

This excerpt taken from the MWE 8-K filed May 1, 2008.

ITEM 8.01.  Other Events.

 

On April 28, 2008, the Partnership issued a press release announcing the offering and the pricing of the Senior Notes.  A copy of the Partnership’s press release is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

 

The press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state in which the offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state.

 

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This excerpt taken from the MWE 8-K filed Apr 25, 2008.

ITEM 8.01. Other Events.

 

On April 24, 2008, the Board of Directors of the general partner of MarkWest Energy Partners, L.P. (the “Partnership”) declared the Partnership’s quarterly cash distribution of $0.60 per common unit for the first quarter of 2008, for an implied annual rate of $2.40 per common unit.  This is an increase of $0.03 per common unit, or 5 percent, over the fourth quarter 2007 distribution and $0.09 per common unit, or 18 percent, over the first quarter 2007 distribution.  The first quarter distribution is payable May 15, 2008, to unitholders of record on May 5, 2008.  The ex-dividend date is May 1, 2008.  On April 24, 2008, the Partnership issued a press release relating to the first quarter distribution.  A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K.

 

Cautionary Statements

 

This press release includes “forward-looking statements.”  All statements other than statements of historical facts included or incorporated herein may constitute forward-looking statements.  Actual results could vary significantly from those expressed or implied in such statements and are subject to a number of risks and uncertainties.  Although we believe that the expectations reflected in the forward-looking statements are reasonable, we can give no assurance that such expectations will prove to be correct.  The forward-looking statements involve risks and uncertainties that affect our operations, financial performance and other factors as discussed in our filings with the Securities and Exchange Commission.  Among the factors that could cause results to differ materially are those risks discussed in our Form 10-K for the year ended December 31, 2007, as filed with the SEC.  You are urged to carefully review and consider the cautionary statements and other disclosures made in those filings, specifically those under the heading “Risk Factors.”  We do not undertake any duty to update any forward-looking statement except as required by law.

 

This excerpt taken from the MWE 8-K filed Apr 15, 2008.

ITEM 8.01.  Other Events.

 

On April 10, 2008, the Partnership issued a press release announcing the pricing of the Senior Notes.  A copy of the Partnership’s press release is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

 

The press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state in which the offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state.

 

This excerpt taken from the MWE 8-K filed Apr 11, 2008.

ITEM 8.01.    Other Events.

        On April 8, 2008, the Partnership issued a press release announcing its proposed private placement offering to eligible participants of up to $250.0 million in aggregate principal amount of senior notes due 2018 (the "Notes"). The Notes are expected to be eligible for resale under Rule 144A and Regulation S under the Securities Act. The private offering, which is subject to market and other conditions, will be made within the United States only to qualified institutional buyers and outside the United States only to non-U.S. investors under Regulation S of the Securities Act. The Partnership also announced that it intends to use approximately $150 million of the net proceeds from the offering to partially fund its 2008 organic growth capital budget and the remaining net proceeds to repay a portion of its term loan. A copy of the Partnership's press release is filed as Exhibit 99.2 to this Current Report on Form 8-K and is incorporated herein by reference.

        The Notes will not be registered under the Securities Act or the securities laws of any state and may not be offered or sold in the United States absent registration or an applicable exemption from

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the registration requirements under the Securities Act and applicable state securities laws. The Notes may be resold by the initial purchasers pursuant to Rule 144A and Regulation S under the Securities Act. The press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state in which the offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state.

This excerpt taken from the MWE 8-K filed Apr 7, 2008.

ITEM 8.01.  Other Events.

 

                On January 18, 2008, MarkWest Energy Partners, L.P. announced that Andy Schroeder, Vice President of Finance and Treasurer of MarkWest Energy Partners, L.P. (the “Partnership”), will present at the JPMorgan Global High Yield and Leveraged Finance Conference on January 22, 2008, at the Loews Miami Beach Hotel in Miami, Florida.  This presentation will include information regarding the proposed transaction that resulted from the signing of an Agreement and Plan of Redemption and Merger on September 5, 2007, by and among MarkWest Energy Partners L.P., MarkWest Hydrocarbon, Inc. and MWEP, L.L.C.  The press release announcing this presentation is included as Exhibit 99.1.  The slides of this presentation are included as Exhibit 99.2.  These slides are available for viewing at our website, www.markwest.com, although we reserve the right to discontinue that availability at any time.

 

                This presentation utilizes the Non-GAAP financial measures of Adjusted EBITDA and Distributable Cash Flow.  We define Adjusted EBITDA as net income or loss before interest, provision for income taxes, depreciation and amortization expense, non-cash compensation expense, and non-cash unrealized derivative gain / loss.  Adjusted EBITDA is not a measure of performance calculated in accordance with GAAP, and should not be considered in isolation or as a substitute for net income, income from operations, or cash flow as reflected in our financial statements. Adjusted EBITDA is presented because such information is relevant and is used by management, industry analysts, investors, lenders, and rating agencies to assess the financial performance and operating results of our fundamental business activities. Management believes that the presentation of Adjusted EBITDA is useful to lenders and investors because of its use in the midstream natural gas industry and for master limited partnerships as an indicator of the strength and performance of our ongoing business operations. Additionally, management believes that Adjusted EBITDA provides additional and useful information to our investors for trending, analyzing, and benchmarking our operating results from period to period as compared to other companies that may have different financing and capital structures. The presentation of Adjusted EBITDA allows investors to view our performance in a manner similar to the methods used by management and provides additional insight to our operating results.  In general, we define Distributable Cash Flow as net income or loss plus (i) depreciation, amortization, and accretion expense; (ii) non-cash earnings from unconsolidated affiliates; (iii) contributions to unconsolidated affiliates net of expansion capital expenditures; (iv) non-cash compensation expense; (v) non-cash derivative activity; (vi) gains and losses on the sale of assets; and (vii) the subtraction of sustaining capital expenditures. Distributable Cash Flow is a significant liquidity metric used by our senior management to compare basic cash flows generated by us to the cash distributions we expect to pay partners. Distributable cash flow is also an important Non-GAAP financial measure for our limited partners since it serves as an indicator of our success in providing a cash return on investment. Distributable cash flow is also a quantitative standard used by the investment community with respect to publicly traded partnerships such as ours because the value of a partnership unit is in part measured by its yield (which in turn is based on the amount of cash distributions a partnership pays to a unit holder). The GAAP measure most directly comparable to Distributable Cash Flow and Adjusted EBITDA is net income.  Please see the Appendix for our calculations of Adjusted EBITDA and Distributable Cash Flow along with the appropriate reconciliations.

 

Cautionary Statements

 

                This presentation includes “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended.  All statements other than statements of historical facts included or incorporated herein may constitute forward-looking statements.  Actual results could vary significantly from those expressed or implied in such statements and are subject to a number of risks and uncertainties.  Although we believe that the expectations reflected in the forward-looking statements are reasonable, we can give no assurance that such expectations will prove to be correct.  The forward-looking statements involve risks and uncertainties that affect our operations, financial performance and other factors as discussed in our filings with the Securities and Exchange Commission.  Among the factors that could cause results to differ materially are those risks discussed in our Form 10-K/A for the year ended December 31, 2006, as filed with the SEC.  You are urged to carefully review and consider the cautionary statements and other disclosures made in those filings, specifically those under the heading “Risk Factors.”  We do not undertake any duty to update any forward-looking statement.

 

                Although we believe that the expectations reflected in the forward-looking statements, specifically

 

 

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those including those referring to future performance, growth, cash flow, operating income, distributable cash flow (DCF), distributions, or other factors, are reasonable, these forward-looking statements are not guarantees of future performance and we can give no assurance that such expectations will prove to be correct and that projected performance or distributions may not be achieved.  Among the factors that could cause results to differ materially are those risks discussed in our Form S-1, as amended, our Annual Report on Form 10-K/A for the year ended December 31, 2006, and our Quarterly Reports on Form 10-Q, as amended, each as filed with the SEC.  You are also urged to carefully review and consider the cautionary statements and other disclosures, including those under the heading “Risk Factors,” made in those filings, which identify and discuss significant risks, uncertainties and various other factors that could cause actual results to vary significantly from those expressed or implied in the forward-looking statements.  We do not undertake any duty to update any forward-looking statement.

 

MarkWest Energy Partners and MarkWest Hydrocarbon filed a joint proxy statement/prospectus and other documents with the Securities and Exchange Commission (the “SEC”) in relation to the merger transaction announced on September 5, 2007.  Investors and security holders are urged to read these documents carefully because they contain important information regarding MarkWest Energy Partners, MarkWest Hydrocarbon, and the transaction. A definitive joint proxy statement/prospectus will be sent to security holders of MarkWest Energy Partners and MarkWest Hydrocarbon seeking their approval of the transactions contemplated by the redemption and merger agreement. Investors and security holders may obtain a free copy of the joint proxy statement/prospectus other documents containing information about MarkWest Energy Partners and MarkWest Hydrocarbon, without charge, at the SEC’s website at www.sec.gov. Copies of the joint proxy statement/prospectus and the SEC filings that will be incorporated by reference in the joint proxy statement/prospectus may also be obtained free of charge by directing a request to the entities’ investor relations department at 866-858-0482, or by accessing the companies’ website at www.markwest.com.

 

MarkWest Energy Partners, MarkWest Hydrocarbon, the officers and directors of the general partner of MarkWest Energy Partners, and the officers and directors of MarkWest Hydrocarbon may be deemed to be participants in the solicitation of proxies from their security holders. Information about these persons can be found in the Annual Report on Form 10-K/A for the year ended December 31, 2006, for each of MarkWest Energy Partners and MarkWest Hydrocarbon, as filed with the SEC, and additional information about such persons may be obtained from the joint proxy statement/prospectus when it becomes available.

 

This document shall not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offering of securities shall be made except by means of a prospectus meeting the requirements of the Securities Act of 1933, as amended.

 

This excerpt taken from the MWE 8-K filed Jan 31, 2008.

ITEM 8.01             OTHER EVENTS.

 

The information filed in Item 5.02 above is incorporated by reference herein.

 

Cautionary Statements

 

This filing includes “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended.  All statements other than statements of historical facts included or incorporated herein may constitute forward-looking statements.  Actual results could vary significantly from those expressed or implied in such statements and are subject to a number of risks and uncertainties.  Although we believe that the expectations reflected in the forward-looking statements are reasonable, we can give no assurance that such expectations will prove to be correct.  The forward-looking statements involve risks and uncertainties that affect our operations, financial performance and other factors as discussed in our filings with the Securities and Exchange Commission.  Among the factors that could cause results to differ materially are those risks discussed in our Form 10-K/A for the year ended December 31, 2006, as filed with the SEC.  You are urged to carefully review and consider the cautionary statements and other disclosures made in those filings, specifically those under the heading “Risk Factors.”  We do not undertake any duty to update any forward-looking statement.

 

Although we believe that the expectations reflected in the forward-looking statements, specifically those including those referring to future performance, growth, cash flow, operating income, distributable cash flow (DCF), distributions, or other factors, are reasonable, these forward-looking statements are not guarantees of future performance and we can give no assurance that such expectations will prove to be correct and that projected performance or distributions may not be achieved.  Among the factors that could cause results to differ materially are those risks discussed in our Form S-1, as amended, our Annual Report on Form 10-K/A for the year ended December 31, 2006, and our Quarterly Reports on Form 10-Q, as amended, each as filed with the SEC.  You are also urged to carefully review and consider the cautionary statements and other disclosures, including those under the heading “Risk Factors,” made in those filings, which identify and discuss significant risks, uncertainties and various other factors that could cause actual results to vary significantly from those expressed or implied in the forward-looking statements.  We do not undertake any duty to update any forward-looking statement.

 

MarkWest Energy Partners and MarkWest Hydrocarbon filed a definitive joint proxy statement/prospectus and other documents with the Securities and Exchange Commission (the “SEC”) in relation to the merger transaction announced on September 5, 2007.  Investors and security holders are urged to read these documents carefully because they contain important information regarding MarkWest Energy Partners, MarkWest Hydrocarbon, and the transaction. A definitive joint proxy statement/prospectus has been sent to security holders of MarkWest Energy Partners and MarkWest Hydrocarbon seeking their approval of the transactions contemplated by the redemption and merger agreement. Investors and security holders may obtain a free copy of the joint proxy statement/prospectus and other documents containing information about MarkWest Energy Partners and MarkWest Hydrocarbon, without charge, at the SEC’s website at www.sec.gov. Copies of the joint proxy statement/prospectus and the SEC filings that will be incorporated by reference in the joint proxy statement/prospectus may also be obtained free of charge by directing a request to the entities’ investor relations department at 866-858-0482, or by accessing the companies’ website at www.markwest.com.

 

 

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MarkWest Energy Partners, MarkWest Hydrocarbon, the officers and directors of the general partner of MarkWest Energy Partners, and the officers and directors of MarkWest Hydrocarbon may be deemed to be participants in the solicitation of proxies from their security holders. Information about these persons can be found in the Annual Report on Form 10-K/A for the year ended December 31, 2006, for each of MarkWest Energy Partners and MarkWest Hydrocarbon, as filed with the SEC, and additional information about such persons may be obtained from the joint proxy statement/prospectus.

 

This filing shall not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offering of securities shall be made except by means of a prospectus meeting the requirements of the Securities Act of 1933, as amended.

 

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SIGNATURE

 

                Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

 

MARKWEST ENERGY PARTNERS, L.P.

 

 

(Registrant)

 

 

 

Date: January 31, 2008

By:

/s/ NANCY K. BUESE

 

 

Nancy K. Buese
Senior Vice President and Chief Financial Officer

 

 

 

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