SemGroup ® Corporation (NYSE: SEMG) today announced that it intends to contribute its SemStream ®, L.P. business into NGL Energy Partners LP (NYSE: NGL) in exchange for cash and equity interests. The transaction is expected to enhance SemGroup’s investment in natural gas liquids, create additional opportunities for growth and strengthen SemGroup’s financial profile through increased earnings. The combination is expected to improve the stability of cash flow from this segment due to the fee-based structure of NGL Energy Partners’ business.

The transaction is structured as a contribution of SemStream assets, excluding SemStream Arizona Propane, L.L.C., to NGL Energy Partners in exchange for the following:
  • 8.95 million common units of NGL Energy Partners representing a one third stake in limited partnership (estimated market value $179 million assuming $20 per unit); this includes $25 million attributable to working capital
  • 7.5 percent interest in the General Partner of NGL Energy Partners,
  • cash payment of up to $100,000,000 for working capital that is subject to adjustment
  • SemGroup will have two seats on the board of directors of the general partner of NGL Energy Partners.

“This transaction is the latest in a series of strategic initiatives designed to maximize the value of our assets and enhance our ability to grow the Company,” said Norman Szydlowski, SemGroup President and Chief Executive Officer. “We believe SemStream and NGL have complementary assets and competencies that will create significant operating synergies and growth opportunities. In addition, the transaction will free up debt capacity, enhancing SemGroup’s ability to pursue future growth in its other business units and through potential acquisitions.”

Szydlowski added: “In the past two months we have announced the closing of a new, lower-cost $625 million credit facility, the formation of Rose Rock Midstream, L.P., a master limited partnership to monetize certain assets from our SemCrude division and now the SemStream transaction. These transactions are part of our larger strategic initiative to ensure that we have the right mix of assets and financial strength to participate in what we believe is an exciting and growing opportunity from the resurgent production of oil and natural gas in North America.”

SemGroup’s Board of Directors has approved the transaction which is subject to customary closing conditions, including bank and regulatory approvals, and is expected to close no later than the fourth quarter of 2011.

SemStream Contribution to NGL Energy Partners Conference Call

SemGroup will host a conference call for investors today at 2:00 p.m. EDT. The call can be accessed live over the telephone by dialing 800.884.5695, or for international callers, +1 617.786.2960. The pass code for the call is 63379036. A replay will be available shortly after the call and can be accessed by dialing 888.286.8010, or for international callers, +1.617.801.6888. The pass code for the replay is 75857850. The replay will be available until September 14, 2011. Interested parties may also listen to a simultaneous webcast of the conference call by logging onto SemGroup's Investor Relations website at ir.semgroupcorp.com. A replay of the webcast will also be available for a year following the call at ir.semgroupcorp.com on the Calendar of Events-Past Events page. An additional slide deck for SemStream Contribution to NGL Energy Partners will be posted under Investor Relations/Presentations.

LCT Capital, LLC is serving as financial advisor and Gibson, Dunn & Crutcher LLP is serving as legal advisor to SemGroup on this transaction.

About SemGroup

Based in Tulsa, Okla., SemGroup® Corporation (NYSE: SEMG) is a publicly traded midstream service company providing the energy industry the means to move products from the wellhead to the wholesale marketplace. SemGroup provides diversified services for end-users and consumers of crude oil, natural gas, natural gas liquids, refined products and asphalt. Services include purchasing, selling, processing, transporting, terminalling and storing energy.

About SemStream

Based in Tulsa, OK, SemStream®, L.P. is a subsidiary of SemGroup Corporation that purchases, transports, stores and distributes natural gas liquids (NGLs) across the United States. SemStream’s products include propane, normal butane, isobutane and natural gasoline.

About NGL Energy Partners LP

NGL Energy Partners LP is a Delaware limited partnership formed in September 2010 through the merger of Hicksgas and NGL Supply. The Partnership owns and operates a vertically integrated energy business with three operating segments: midstream, wholesale supply and marketing and retail propane. For further information visit the Partnership's website at www.nglenergypartners.com.

Forward-Looking Statements

Certain matters contained in this Press Release include “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. We make these forward-looking statements in reliance on the safe harbor protections provided under the Private Securities Litigation Reform Act of 1995.

All statements, other than statements of historical fact, included in this Press Release regarding the pending transaction with NGL Energy Partners, including the anticipated benefits of the transaction, the prospects of our industry, our anticipated financial performance, management’s plans and objectives for future operations, business prospects, outcome of regulatory proceedings, market conditions and other matters, may constitute forward-looking statements. Although we believe that the expectations reflected in these forward-looking statements are reasonable, we cannot assure you that these expectations will prove to be correct. These forward-looking statements are subject to certain known and unknown risks and uncertainties, as well as assumptions that could cause actual results to differ materially from those reflected in these forward-looking statements. Factors that might cause actual results to differ include, but are not limited to, a delay in or the failure to satisfy conditions to closing of the pending transaction with NGL Energy Partners; the possibility that the anticipated benefits from the transaction cannot be fully realized, our ability to comply with the covenants contained in and maintain certain financial ratios required by our credit facilities; the possibility that our hedging activities may result in losses or may have a negative impact on our financial results; any sustained reduction in demand for the petroleum products we gather, transport, process and store; our ability to obtain new sources of supply of petroleum products; our failure to comply with new or existing environmental laws or regulations or cross border laws or regulations; the possibility that the construction or acquisition of new assets may not result in the corresponding anticipated revenue increases; any future impairment to goodwill resulting from the loss of customers or business; changes in currency exchange rates; and the risks and uncertainties of doing business outside of the U.S., including political and economic instability and changes in local governmental laws, regulations and policies, as well as other risk factors discussed from time to time in each of our and NGL Energy Partners’ documents and reports filed with the SEC.

Readers are cautioned not to place undue reliance on any forward-looking statements contained in this Press Release, which reflect management’s opinions only as of the date hereof. Except as required by law, we undertake no obligation to revise or publicly release the results of any revision to any forward-looking statements.

SemGroup® and SemStream® are registered trademarks of SemGroup Corporation.

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