JP Energy Partners LP Announces Record Date and Meeting Date for Special Meeting for Proposed Merger with American Midstream Partners, LP
JP Energy Partners LP (NYSE: JPEP) (“JP Energy” or “our”) today
announced that it has established a record date of January 30, 2017, and
a meeting date of March 7, 2017, for a special meeting of its
unitholders. At the special meeting, which will be held at 11 a.m.
central standard time at the Hyatt Regency Downtown Houston, 1200
Louisiana Street, Houston, TX, 77002, 2nd Floor Arboretum
Conference Room, JP Energy unitholders will vote on the previously
announced proposed merger (the “Merger”) of JP Energy and American
Midstream Partners, LP (NYSE: AMID) (“AMID”), and related matters
pursuant to the Agreement and Plan of Merger dated as of October 23,
2016 (the “Merger Agreement”), by and among JP Energy, AMID, their
respective general partners, and certain wholly owned subsidiaries of
AMID.
JP Energy unitholders of record at the close of business on January 30,
2017, will be entitled to receive notice of the special meeting and to
vote at the special meeting. Subject to satisfaction of the remaining
closing conditions, including receipt of JP Energy unitholder approval,
the parties currently expect to complete the Merger shortly following
conclusion of the special meeting.
About JP Energy Partners LP
JP Energy Partners LP is a publicly traded, growth-oriented limited
partnership that owns, operates, develops and acquires a diversified
portfolio of midstream energy assets. Our operations currently consist
of: (i) crude oil pipelines and storage; (ii) refined products terminals
and storage; and (iii) NGL distribution and sales, which together
provide midstream infrastructure solutions for the growing supply of
crude oil, refined products and NGLs in the United States. To learn
more, please visit our website at www.jpenergypartners.com.
Cautionary Statement Regarding Forward-Looking Statements
This release includes “forward-looking” statements. Forward-looking
statements are identified as any statement that does not relate strictly
to historical or current facts. Statements using words such as “expect,”
“will” or similar expressions help identify forward-looking statements.
JP Energy cannot give any assurance that expectations and projections
about future events will prove to be correct. Forward-looking statements
are subject to a variety of risks, uncertainties and assumptions. These
risks and uncertainties include the risks that the proposed transaction
may not be consummated or the benefits contemplated therefrom may not be
realized. Actual results and outcomes may differ materially from those
expressed in such forward-looking statements. These and other risks and
uncertainties are discussed in more detail in filings made by JP Energy
with the SEC, which are available for free at www.sec.gov.
JP Energy undertakes no obligation to update or revise any
forward-looking statements, whether as a result of new information,
future events or otherwise.
Additional Information and Where to Find It
This communication does not constitute an offer to buy or sell or the
solicitation of an offer to buy or sell any securities or a solicitation
of any vote or approval with respect to the Merger. This communication
relates to a proposed business combination between AMID and JP Energy.
In connection with the proposed transaction, AMID filed with the
Securities and Exchange Commission (the “SEC”) a registration statement
on Form S-4 containing a preliminary joint proxy statement/prospectus of
AMID and JP Energy. The registration statement has not yet become
effective. After the registration statement is declared effective by the
SEC, AMID and JP Energy will each file with the SEC a definitive proxy
statement/prospectus, and each of AMID and JP Energy will file other
documents with respect to the proposed transaction and a definitive
proxy statement/prospectus will be mailed to unitholders of JP Energy.
WE URGE INVESTORS AND SECURITY HOLDERS TO READ THE PROXY
STATEMENT/PROSPECTUS, THE REGISTRATION STATEMENT AND ANY OTHER RELEVANT
DOCUMENTS THAT HAVE BEEN FILED OR MAY BE FILED WITH THE SEC CAREFULLY
AND IN THEIR ENTIRETY BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT
INFORMATION. Any definitive proxy statement(s) (if and when available)
will be mailed to unitholders of JP Energy. Investors and security
holders will be able to obtain these materials (if and when they are
available) free of charge at the SEC’s website, www.sec.gov.
In addition, copies of any documents filed with the SEC may be obtained
free of charge from JP Energy’s internet website for investors at http://ir.jpenergypartners.com,
and from AMID’s investor relations website at http://www.americanmidstream.com/investor-relations.
Investors and security holders may also read and copy any reports,
statements and other information filed by AMID and JP Energy with the
SEC at the SEC public reference room at 100 F Street, N.E., Washington,
D.C. 20549. Please call the SEC at 1-800-SEC-0330 or visit the SEC’s
website for further information on its public reference room.
Participation in the Solicitation of Votes
AMID and JP Energy and their respective directors and executive officers
may be considered participants in the solicitation of proxies in
connection with the proposed transaction. Information regarding JP
Energy's directors and executive officers is available in its Annual
Report on Form 10-K for the year ended December 31, 2015, filed with the
SEC on February 29, 2016. Information regarding AMID’s directors and
executive officers is available in its Annual Report on Form 10-K for
the year ended December 31, 2015, which was filed with the SEC on March
7, 2016. Other information regarding the participants in the proxy
solicitation and a description of their direct and indirect interests,
by security holdings or otherwise, will be contained in the proxy
statement/prospectus and other relevant materials to be filed with the
SEC when they become available.
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