Deal Description: September 18, 2015 - Antero Midstream Partners LP (NYSE: AM) (“Antero Midstream” or the “Partnership”) announced today that it has entered into a definitive agreement to acquire Antero Resources Corporation’s (“Antero Resources”) integrated water business for an aggregate $1.05 billion in a combination of cash, assumed debt and Partnership common units. In addition, Antero Resources is entitled to receive two potential $125 million earn out payments at year-end 2019 and 2020 if certain fresh water volumetric delivery targets are met. The acquisition includes Antero Resources’ fresh water delivery business, together with an exclusive right to provide fresh water for Antero Resources’ well completion operations in West Virginia and Ohio, the to-be-constructed advanced wastewater treatment complex, and the exclusive right to provide fluid handling and disposal services for Antero Resources. The acquisition is expected to close on September 23, 2015, subject to the satisfaction of customary closing conditions.
Baker Botts L.L.P. advised the conflicts committee of the Board of Directors of the Partnership.
Target: Antero Resources Corporation’s integrated water business
Outside Counsel to Antero Midstream Partners LP: Baker Botts L.L.P. (advised the Conflicts Committee of the Partnership)
Other Party: Antero Resources Corporation
Outside Counsel to Antero Resources Corporation: Vinson & Elkins L.L.P. (advised the Special Committee of Antero Resources)
Value: US$ 1.05 Billion
Baker Botts Lawyers/Office Involved:
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