Clayton Williams Energy, Inc. (“CWEI”) (NASDAQ:CWEI) today announced that its wholly owned subsidiary, Southwest Royalties, Inc. (“SWR”), has called special meetings of limited partners of each of the 24 limited partnerships for which SWR serves as the general partner (the “SWR Partnerships”) at 10:00 a.m., local time, on March 7, 2012. At the special meetings, limited partners of each of the SWR Partnerships will be asked to approve, among other things, agreements and plans of merger dated as of October 28, 2011, pursuant to which each SWR Partnership will merge into SWR, with SWR being the surviving entity in the merger. Upon consummation of the mergers, the limited partner interests in each of the SWR Partnerships, other than those held by SWR, will be converted into the right to receive cash. SWR will not receive any cash payment for its partnership interests in the partnership. However, as a result of the mergers, SWR will acquire 100% of the assets and liabilities of the SWR partnerships. SWR has set the close of business on January 12, 2012 as the record date for the limited partners who are entitled to notice of, and to vote at, the special meetings or any adjournments or postponements of the special meetings.
Each of the mergers is subject to customary closing conditions, including approval by the limited partners of each of the SWR Partnerships. The merger consideration will be 100% cash and is expected to be approximately $40.2 million in the aggregate for all 24 SWR Partnerships.
Important information concerning the proposed mergers is contained in proxy statements for each of the SWR Partnerships. These proxy statements are first being mailed to the limited partners of the SWR Partnerships on or about January 18, 2012. Limited partners are urged to read the applicable proxy statement, any related supplements and amendments, and all other related materials carefully, because they contain (and will contain) important information concerning the proposed mergers.