10 Dec 2019merger communication● Neutral
Hess Midstream closed its $500 million offering of 5.125% senior notes due 2028, the financing that would fund the HIP acquisition.
Announcements, explained
Each one in plain English, with the numbers worked through for a shareholder.
10 Dec 2019merger communication● Neutral
Same $500 million notes-offering-closing news as the same-day filing, filed as a separate document.
27 Nov 2019merger communication● Neutral
Hess Midstream extended the HIP notes exchange offer deadline again as the reorganization neared completion.
26 Nov 2019merger communication● Neutral
The new notes were priced at 5.125% due 2028, with the offering expected to close December 10, 2019.
25 Nov 2019merger communication● Neutral
Hess Midstream said it intends to raise $500 million in new senior notes due 2028 to help pay for the HIP acquisition - repaying HIP's existing credit facilities, funding a distribution to Hess and GIP, and covering deal costs.
8 Nov 2019business combination▲ Good
The second amendment added third-quarter results to the document holders were voting on: net income of $87.4 million, $69.6 million of it attributable to the partnership, adjusted EBITDA of $136.3 million, the Little Missouri 4 gas processing plant in service and throughput up 67% on a year earlier.
4 Nov 2019business combination▼ BadMajor
The amendment disclosed a right holders lose in the reorganisation: the new partnership agreement makes shareholders irrevocably waive trial by jury for any claim under state or federal law, expressly including claims under the federal securities laws, and binds anyone who later buys shares in the market. A full comparison of old and new holder rights was added with it.
1 Nov 2019merger communication● Neutral
Hess Midstream extended the deadline for holders of HIP's existing notes to tender them into the exchange offer.
31 Oct 2019merger communication● Neutral
Management held its third-quarter 2019 earnings call, discussing results and the pending simplification transaction.
30 Oct 2019merger communication▲ Good
Hess Midstream reported strong third-quarter 2019 results (net income $100.4 million, adjusted EBITDA $136.0 million) alongside a 15% distribution increase, while confirming the pending HIP acquisition and Up-C conversion remained on track.
21 Oct 2019merger communication▲ Good
99.32% of HIP's existing notes ($794.6 million of the $800 million outstanding) were tendered into the exchange offer - near-total participation ahead of the reorganization's close.
7 Oct 2019merger communication● Neutral
As part of the reorganization, Hess Midstream launched an offer to exchange Hess Infrastructure Partners' $800 million of existing 5.625% notes due 2026 for new HESM-issued notes - consolidating the target's debt onto the acquirer's balance sheet.
7 Oct 2019merger communication● Neutral
Same simplification-deal detail (HESM to gain 100% of the midstream assets and eliminate IDRs) as the same-day filings, filed as a separate document.
7 Oct 2019merger communication● Neutral
Management held an investor call to walk through the newly announced HIP acquisition and Up-C simplification.
4 Oct 2019business combination● NeutralMajor
Hess Midstream Partners registered the shares for its own reorganisation: each public common unit converts into one Class A share of Hess Midstream LP, a partnership that has elected to be taxed as a corporation and which replaces the old partnership as the listed entity. Control stays where it was, with the Hess and Global Infrastructure Partners joint venture above it.
4 Oct 2019merger communication▲ GoodMajor
Hess Midstream Partners LP announced it will acquire Hess Infrastructure Partners (the 50/50 Hess Corporation/Global Infrastructure Partners joint venture that actually owns 80% of the midstream assets), eliminate the incentive distribution rights it pays its sponsors, and convert into a new, corporate-taxed "Hess Midstream LP" - a pro forma $7.25 billion enterprise, immediately accretive to public unitholders, with Hess and GIP retaining majority ownership.
4 Oct 2019merger communication● Neutral
Same simplification and Up-C conversion announcement as the same-day 8-K, re-filed under Rule 425 - no new information.