Inergy Midstream, L.P. (NYSE:NRGM) (“ Inergy Midstream”) and its wholly owned subsidiary NRGM Finance Corp. announced today the pricing of a private offering of $500 million in aggregate principal amount of senior unsecured notes due 2020 (the “ Notes Offering”). The offering size was increased to $500 million from $400 million. The 6% notes mature on December 15 , 2020, and were issued at par. Inergy Midstream expects the offering of the notes to close on December 7 , 2012, subject to the satisfaction of customary closing conditions.
Inergy Midstream intends to use the net proceeds from the Notes Offering to fund a portion of the $425 million purchase price of its pending acquisition of all of the equity interests in Rangeland Energy, LLC (the “ Rangeland Acquisition”) and to repay existing borrowings under its revolving credit facility. The remainder of the purchase price for the Rangeland Acquisition is expected to be funded by the proceeds from a private placement of 10,714,283 of Inergy Midstream’s common units. If the Rangeland Acquisition does not close concurrently with the Notes Offering, the net proceeds of the Notes Offering will be deposited into an escrow account pending completion of the Rangeland Acquisition. If the Rangeland Acquisition does not close on or prior to February 1, 2013 or the acquisition agreement is terminated earlier, the notes will be redeemed at a redemption price of 100% of the principal amount, plus accrued and unpaid interest to the redemption date. The Rangeland Acquisition is expected to close on or about December 7, 2012, subject to customary closing conditions. The Notes Offering is not a condition to the closing of the Rangeland Acquisition.
The securities to be offered have not been registered under the Securities Act or any state securities laws; and unless so registered, the securities may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state securities laws. The senior notes are expected to be eligible for trading by qualified institutional buyers under Rule 144A and non-U.S. persons under Regulation S. This announcement shall not constitute an offer to sell or a solicitation of an offer to buy any of these securities nor shall there be any sale of these securities in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state.