Inergy Holdings, L.P. (“Holdings”) (NYSE:NRGP) today announced that a special meeting of its unitholders will be held on November 2, 2010, for common unitholders of record as of the close of business on October 1, 2010, to vote on the previously announced proposed merger and related transactions. The special meeting will be held at 10:00 a.m. CT and will take place at Holdings’ principal executive offices located at Two Brush Creek Boulevard, Suite 200, Kansas City, Missouri 64112. “We are pleased to be moving forward on this strategic transaction,” said John Sherman, President and CEO of Inergy. “We expect that when completed the merger and resulting simplified structure will increase Inergy’s competitiveness, lower its cost of capital, improve the long-term growth profile of the combined company, and make available new value creation opportunities. We look forward to executing on our strategy and delivering these benefits to all of our investors.” Approval of the proposed merger and related transactions requires the affirmative vote of a majority of the outstanding common units held by Holdings’ common unitholders on October 1, 2010. Certain directors and members of senior management who beneficially own approximately 57.9% of the Holdings common units have conditionally agreed to vote their Holdings common units in favor of the merger, merger agreement, and the transactions contemplated thereby. In addition, the management of Inergy, L.P. (“Inergy”) (NYSE:NRGY) and Holdings intends to make the following recommendations to the Board of Directors of Inergy GP, LLC (managing general partner of Inergy) and Inergy Holdings GP, LLC (general partner of Holdings): i) the regular quarterly cash distribution with respect to the fourth quarter ended September 30, 2010, for Inergy be declared in the amount of $0.705 per common unit ($2.82 annualized); ii) the regular quarterly cash distribution with respect to the fourth quarter ended September 30, 2010, for Holdings be declared in the amount of $0.34 per common unit ($1.36 annualized); and iii) both distributions be paid on October 29, 2010, to unitholders of record on October 22, 2010.
About Inergy, L.P. and Inergy Holdings, L.P.Inergy, L.P., with headquarters in Kansas City, MO, is among the fastest growing master limited partnerships in the country. The Company’s operations include the retail marketing, sale, and distribution of propane to residential, commercial, industrial, and agricultural customers. Today, Inergy serves approximately 800,000 retail customers from over 300 customer service centers throughout the United States. The Company also operates a natural gas storage business; a supply logistics, transportation, and wholesale marketing business that serves independent dealers and multi-state marketers in the United States and Canada; and a solution-mining and salt production company. Inergy Holdings, L.P.’s assets consist of its ownership interest in Inergy, L.P., including limited partnership interests, ownership of the general partners, and the incentive distribution rights. Important Information for Investors and Unitholders: This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval. The proposed merger and related transactions between Inergy, L.P. (“Inergy”) and Holdings will be submitted to the unitholders of Holdings for their consideration. Inergy has filed with the Securities and Exchange Commission (“SEC”) a registration statement on Form S-4, to be further amended as necessary, which includes a proxy statement of Holdings that also constitutes a prospectus of Inergy. Inergy and Holdings also plan to file other documents with the SEC regarding the proposed merger transaction. INVESTORS AND SECURITY HOLDERS OF HOLDINGS ARE URGED TO READ THE PROXY STATEMENT/PROSPECTUS AND OTHER RELEVANT DOCUMENTS THAT WILL BE FILED WITH THE SEC CAREFULLY AND IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED MERGER TRANSACTION. Investors and unitholders will be able to obtain free copies of the proxy statement/prospectus and other documents containing important information about Inergy and Holdings that are filed with the SEC through the website maintained by the SEC at http://www.sec.gov. Copies of the documents filed with the SEC by Inergy will be available free of charge on Inergy’s website at www.inergylp.com under the tab “Investor Relations” then select “Inergy, L.P.” or by contacting Inergy’s investor relations department at (816) 842-8181. Copies of the documents filed with the SEC by Holdings will be available free of charge on Holdings’ website at www.inergylp.com under the tab “Investor Relations” then select “Inergy Holdings, L.P.” or by contacting Holdings’ investor relations department at (816) 842-8181. Inergy, Holdings, and certain of their respective directors and executive officers may be deemed to be participants in the solicitation of proxies from the unitholders of Holdings in connection with the proposed merger transaction. Information about the directors and executive officers of Inergy is set forth in its Annual Report on Form 10-K for the fiscal year ended September 30, 2009, which was filed with the SEC on November 30, 2009. Information about the directors and executive officers of Holdings is set forth in its Annual Report on Form 10-K for the fiscal year ended September 30, 2009, which was filed with the SEC on November 30, 2009. These documents can be obtained free of charge from the sources indicated above. Other information regarding the participants in the proxy solicitation and a description of their direct and indirect interests, by security holdings or otherwise, will be contained in the proxy statement/prospectus and other relevant materials to be filed with the SEC when they become available.
Cautionary Statement Regarding Forward-Looking StatementsCertain statements and information in this press release may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Words such as “may,” “will,” “could,” “should,” “expect,” “plan,” “project,” “intend,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” “pursue,” “target,” “continue,” and similar expressions are intended to identify such forward-looking statements, which are generally not historical in nature. All forward-looking statements involve significant risks and uncertainties that could cause actual events to differ materially from those in the forward-looking statements, many of which are generally outside the control of Inergy and Holdings and are difficult to predict. For example, important factors that could cause actual events to differ materially from those in the forward-looking statements include, but are not limited to, Holdings’ intentions with regard to the record date for and date and time of the special meeting of its unitholders to vote on the proposed merger transaction and the conditional agreement of certain officers and directors to vote in favor of the proposed merger transaction. Inergy and Holdings each caution that the foregoing list of factors is not exclusive. Additional information concerning other risk factors is contained in Inergy’s and Holdings’ most recently filed Annual Reports on Form 10-K, subsequent Quarterly Reports on Form 10-Q, recent Current Reports on Form 8-K and other SEC filings. All subsequent written and oral forward-looking statements concerning Inergy, Holdings, the proposed transaction, or other matters and attributable to Inergy or Holdings or any person acting on their behalf are expressly qualified in their entirety by the cautionary statements above. Neither Inergy nor Holdings undertakes any obligation to publicly update any of these forward-looking statements to reflect events or circumstances that may arise after the date hereof. Corporate news, unit prices, and additional information about Inergy, including reports from the United States Securities and Exchange Commission, are available on the Company’s web site, www.InergyLP.com. For more information, contact Mike Campbell in Inergy’s Investor Relations Department at 816-842-8181 or via e-mail at firstname.lastname@example.org.