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American Energy - Utica, LLC Raises Approximately $1.7 Billion Of Equity And Debt Financing To Acquire And Develop An Initial Utica Shale Leasehold Position Of Approximately 110,000 Net Acres

Stocks in this article: ACMPEVEPMWE

OKLAHOMA CITY, Oct. 9, 2013 /PRNewswire/ -- American Energy – Utica, LLC ("AEU"), an affiliate of American Energy Partners, LP announced today that it has raised approximately $1.7 billion in private equity commitments and term loan proceeds to pursue a business plan focused on the Utica Shale play in eastern Ohio.

AEU's lead equity investor is The Energy & Minerals Group ("EMG") and additional equity was provided by First Reserve Corporation, AEU management and others. AEU's lead debt investor is GSO Capital Partners, the credit investing division of Blackstone, and additional debt was provided by Magnetar Capital, BlackRock and others. AEU is headquartered in Oklahoma City and is led by its founder, Chairman and CEO Aubrey K. McClendon

Proceeds from these financings will be used initially to acquire approximately 110,000 net acres of leasehold in the southern portion of the Utica Shale, to finance drilling operations on this acreage and to acquire and develop additional acreage in the Utica Shale.  AEU will start drilling operations with one rig in the fourth quarter of 2013 and plans to increase drilling activity to at least 12 rigs over the next 2-3 years.

Midstream gathering, processing and fractionation operations will be provided by MarkWest Utica EMG, a joint venture between Markwest Energy Partners (NYSE:MWE) and EMG on approximately 80% of the acreage, with the remaining 20% of the acreage dedicated to UEO Buckeye (UEO) for processing. UEO is a joint venture of M3 Midstream, LLC, Access Midstream Partners, LP (NYSE: ACMP) and EV Energy Partners, LP (NASDAQ: EVEP). Access Midstream and its partners will be responsible for gathering the gas to UEO in the 20% acreage area.

Jefferies LLC acted as the sole financial advisor to AEU and Commercial Law Group, Andrews Kurth and Duane Morris provided legal representation to AEU while Baker Botts represented EMG and Latham & Watkins represented GSO and certain other lenders.

About American Energy Partners – LP:

American Energy Partners – LP was founded by Aubrey K. McClendon in April 2013 to capitalize on opportunities available in unconventional resource plays onshore in the U.S.  For additional information, please visit www.americanenergypartners.com.

About The Energy & Minerals Group:

The Energy & Minerals Group is the management company for a series of specialized private equity funds. EMG focuses on investing across various facets of the global natural resource industry including the upstream and midstream segments of the energy complex. EMG has approximately $6.7 billion of total investor commitments (including co-investments) with in excess of $4.2 billion allocated across the energy sector since inception. For additional information, please visit www.emgtx.com.

About First Reserve Corporation:

First Reserve is the largest global private equity firm exclusively focused on energy. With 30 years of industry insight, investment expertise and operational excellence, the Firm has cultivated an enduring network of global relationships and raised more than USD $23 billion of aggregate capital since inception. Putting these to work, First Reserve has completed more than 450 transactions (including platform investments and add-on acquisitions) on six continents. Its portfolio companies operate in approximately 50 countries and span the energy spectrum from upstream oil and gas to midstream and downstream, including resources, equipment and services and infrastructure. First Reserve has offices in Greenwich, CT; Houston; London and Hong Kong. For additional information, please visit www.firstreserve.com.

About GSO Capital Partners:

GSO, a division of The Blackstone Group, is a leading alternative asset manager with approximately $62 billion of assets under management as of June 30, 2013.  GSO has a global footprint with approximately 240 professionals among its offices in Houston, New York, London and Dublin, including a dedicated team of energy professionals. For additional information, please visit www.blackstone.com.

About MarkWest Energy Partners, L.P.:

MarkWest Energy Partners, L.P. is a master limited partnership engaged in the gathering, processing and transportation of natural gas; the gathering, transportation, fractionation, storage and marketing of natural gas liquids; and the gathering and transportation of crude oil. MarkWest has a leading presence in many unconventional gas plays including the Marcellus Shale, Utica Shale, Huron/ Berea Shale, Haynesville Shale, Woodford Shale and Granite Wash formation. For additional information, please visit www.markwest.com.



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