Crosstex Energy, L.P. (NASDAQ: XTEX) and Crosstex Energy, Inc.
(the “Corporation”) (NASDAQ: XTXI) (collectively “Crosstex”) today
announced the members of the Boards of Directors and the executive
leadership team of EnLink Midstream that are expected to be
appointed upon completion of Crosstex’s previously announced
transaction with Devon Energy Corporation (“Devon”) and certain of
its subsidiaries (the “Transaction”).
EnLink Midstream Boards of
Directors
Each of the Board of Directors of EnLink Midstream GP, LLC, the
general partner of EnLink Midstream Partners, LP (ENLK), and the
Board of Directors of EnLink Midstream Manager, LLC, the managing
member of EnLink Midstream, LLC (ENLC), is expected to be comprised
of nine directors, including five members designated by Devon. As
previously announced, Crosstex expects that John Richels, President
and CEO of Devon, will be appointed as Chairman of both EnLink
Midstream Boards of Directors. The names and biographies of the
other members that Crosstex expects will be appointed to the Boards
of Directors are set out below. This experienced group of
individuals has a wide variety of expertise, qualifications,
attributes and skills in oil and gas exploration, midstream
services, executive management, and finance and accounting.
EnLink Midstream GP, LLC Board of Directors
Upon completion of the Transaction, Crosstex expects that the
following individuals will be appointed to EnLink Midstream GP,
LLC’s Board of Directors and certain committees thereof:
- John Richels will serve as Chairman of
both of EnLink Midstream’s Boards, has been President and Chief
Executive Officer of Devon since June 2010 and joined Devon’s Board
of Directors in 2007.
- Barry E. Davis will be the President
and Chief Executive Officer of EnLink Midstream and will serve on
both of EnLink Midstream’s Boards. He currently serves as President
and Chief Executive Officer of Crosstex.
- David A. Hager will serve as a Director
on both of EnLink Midstream’s Boards and will be a member of the
Compensation Committee of the Board of EnLink Midstream GP, LLC and
the Governance and Compensation Committee of the Board of EnLink
Midstream Manager, LLC. He is currently the Chief Operating Officer
of Devon.
- Darryl G. Smette will serve as a
Director on both of the EnLink Midstream Boards and has been the
Executive Vice President Marketing, Midstream and Supply Chain of
Devon since 1999.
- Thomas L. Mitchell will serve as a
Director on both of the EnLink Midstream Boards. Mr. Mitchell
joined Devon as Executive Vice President and Chief Financial
Officer in February of 2014.
- Mary P. Ricciardello will serve as a
Director on both of EnLink Midstream’s Boards and will be a member
of both Audit Committees. She was Senior Vice President and Chief
Accounting Officer at Reliant Energy Inc., until 2002.
- Leldon E. Echols will serve as a
Director on both of EnLink Midstream’s Boards and will act as
Chairman of both Audit Committees. After 22 years at Arthur
Anderson LLP, Mr. Echols served as Executive Vice President and
Chief Financial Officer for Centex Corporation, until June
2006.
- Scott A. Griffiths will serve as a
Director on the Board of EnLink Midstream GP, LLC, where he will be
a member of the Conflicts Committee and act as Chairman of the
Compensation Committee. Mr. Griffiths has served in executive
positions with various exploration and production companies and has
been an independent Oil and Gas Consultant since 2007, advising
clients on various Gulf of Mexico investment opportunities.
- Kyle D. Vann will serve as a Director
on the Board of EnLink Midstream GP, LLC, where he will be a member
of the Audit Committee and act as Chairman of the Conflicts
Committee. Mr. Vann has served in various executive positions with
Koch Industries and served as Chief Executive Officer of
Entergy-Koch, L.P. Mr. Vann has been an independent energy
commodity consultant to many energy companies since 2005.
EnLink Midstream Manager, LLC Board of Directors
Upon completion of the Transaction, Crosstex expects that John
Richels, Barry Davis, Leldon Echols, David Hager, Thomas Mitchell,
Mary Ricciardello and Darryl Smette, each of whom is described
above, and the following individuals will be appointed to EnLink
Midstream Manager, LLC’s Board of Directors and certain committees
thereof:
- James C. Crain will serve as a Director
on the Board of EnLink Midstream Manager, LLC, where he will be a
member of the Audit Committee and act as Chairman of the Conflicts
Committee. Mr. Crain retired in 2013 as President of Marsh
Operating Company, an investment management company focusing on
energy investing, after nearly 30 years of service.
- Rolf A. Gafvert will serve as a
Director on the Board of EnLink Midstream Manager, LLC, where he
will be a member of the Conflicts Committee and act as Chairman of
the Governance and Compensation Committee. Mr. Gafvert previously
served as Chief Executive Officer of Boardwalk GP, LLC until he
retired in 2011.
Upon the closing of the transaction, Crosstex expects that Bryan
H. Lawrence, Cecil E. Martin, Robert F. Murchison, Dwight D. Scott
and Rhys J. Best will retire from their positions on Crosstex
Energy’s boards of directors.
Barry E. Davis commented, “I would like to thank all Crosstex
directors for their commitment and service to our Company over the
years. With their leadership, we have achieved great things
together which culminated in our transformative transaction to
create EnLink Midstream.”
EnLink Midstream Organizational
Structure and Executive Leadership Team
EnLink Midstream’s core operations will be organized into two
primary business units aligned generally around gas gathering,
processing, and transmission (Gas Unit) and separately natural gas
liquids, crude and logistics (Liquids Unit). The Gas Unit will
include all gathering and processing and natural gas storage and
transportation assets and operations. The Liquids Unit will consist
of NGL storage, fractionation, trucking, logistics and marketing
operations, as well as all rail terminals and storage.
As previously announced, Crosstex expects that Barry E. Davis
will be appointed as President and CEO of EnLink Midstream and
Michael J. Garberding will be appointed as Executive Vice President
and CFO of EnLink Midstream following the closing of the
Transaction. In addition, Crosstex expects that the following will
be appointed as officers of EnLink Midstream following the closing
of the Transaction:
- Joe A. Davis will serve as Executive
Vice President and General Counsel. Mr. Davis has served as General
Counsel of Crosstex since 2005.
- Steve J. Hoppe will serve as Executive
Vice President and President of Gas Gathering, Processing and
Transmission. Mr. Hoppe has served as Senior Vice President,
Midstream of Devon since 2010.
- McMillan (Mac) Hummel will serve as
Executive Vice President and President of Natural Gas Liquids and
Crude. Mr. Hummel was Vice President, NGLs & Olefins of The
Williams Companies Inc. from 2010 to 2012 and has been Vice
President, Commodity Services since 2013.
William W. Davis, Crosstex’s current Executive Vice President
and Chief Operating Officer, will retire from Crosstex, upon the
closing of the Transaction. Mr. Davis has over 30 years of
leadership in the energy industry, including over 12 years of
outstanding service to Crosstex. Mr. Davis played a vital role in
the development and successful execution of Crosstex’s business
strategy.
Barry Davis concluded, “On behalf of the Board and management
team, I would also like to thank Bill for his more than 12 years of
leadership at Crosstex. Bill has been a great partner and played an
important role in our successful strategy to grow and diversify our
business.”
About EnLink Midstream
On October 21, 2013, Crosstex and Devon (NYSE: DVN) announced
their agreement to combine substantially all of Devon's U.S.
midstream assets with Crosstex's assets to form a new midstream
business. Following the closing of the Transaction, two publicly
traded entities will exist: the master limited partnership, whose
name will change upon closing from Crosstex Energy, L.P. to EnLink
Midstream Partners, LP, and a publicly traded general partner
entity, which will be called EnLink Midstream, LLC. Applications
have been filed to list the common units of both EnLink Midstream
Partners, LP and EnLink Midstream, LLC on the New York Stock
Exchange upon the closing under the symbols "ENLK" and "ENLC",
respectively. The new website for EnLink Midstream will be
available at www.enlink.com. The Transaction, which is expected to
close in the first quarter of 2014, is subject to approval by the
stockholders of the Corporation as well as other customary closing
conditions.
About the Crosstex Energy
Companies
Crosstex Energy, L.P. (NASDAQ: XTEX) is an integrated midstream
energy partnership headquartered in Dallas that offers diversified,
tailored customer solutions spanning the energy value chain with
services and infrastructure that link energy production with
consumption. XTEX operates approximately 3,500 miles of natural
gas, natural gas liquids and oil pipelines, 9 natural gas
processing plants and four fractionators, as well as barge and rail
terminals, product storage facilities, brine disposal wells and an
extensive truck fleet. XTEX has the right platform, the right
opportunities and the right people to pursue its growth-focused
business strategy.
Crosstex Energy, Inc. (NASDAQ: XTXI) owns the general partner
interest, the incentive distribution rights and a portion of the
limited partner interests in Crosstex Energy, L.P. as well as the
majority interest in E2, a services company focused on the Utica
Shale play in the Ohio River Valley.
Additional information about the Crosstex companies can be found
at www.crosstexenergy.com.
Additional Information and Where to
Find It
This press release contains information about the proposed
merger involving a Devon entity and a Crosstex entity. In
connection with the proposed merger, EnLink Midstream, LLC
(formerly known as New Public Rangers, L.L.C.) filed with the SEC a
registration statement on Form S-4 that includes a proxy
statement/prospectus for the Corporation's stockholders. The
Corporation commenced the mailing of the final proxy
statement/prospectus to stockholders on February 6, 2014. Investors
and stockholders are urged to read the proxy statement/prospectus
and other relevant documents filed or to be filed with the SEC.
These documents and any other documents filed by Crosstex or Devon
with the SEC may be obtained free of charge at the SEC's website,
at www.sec.gov. In addition, stockholders will be able to obtain
free copies of the proxy statement/prospectus from the Corporation
by contacting Investor Relations by mail at Attention: Investor
Relations, 2501 Cedar Springs, Dallas, Texas 75201.
Participants in the
Solicitation
Devon, Crosstex and their respective directors and officers may
be deemed to be participants in the solicitation of proxies from
the stockholders of the Corporation in respect of the proposed
transaction. Information regarding the persons who may, under the
rules of the SEC, be deemed participants in the solicitation of the
stockholders of the Corporation in connection with the proposed
transaction, including a description of their direct or indirect
interests, by security holdings or otherwise, is set forth in the
preliminary proxy statement/prospectus filed with the SEC.
Information regarding the Corporation's directors and executive
officers is contained in its Annual Report on Form 10-K for the
year ended December 31, 2013, which is filed with the SEC.
Information regarding Devon's directors and executive officers is
contained in its Annual Report on Form 10-K for the year ended
December 31, 2013, which is filed with the SEC.
Forward-Looking
Statements
This press release contains forward-looking statements within
the meaning of the federal securities laws. These statements are
based on certain assumptions made by Crosstex and Devon based upon
management's experience and perception of historical trends,
current conditions, expected future developments and other factors
that Crosstex and Devon believe are appropriate in the
circumstances. Such statements are subject to a number of
assumptions, risks and uncertainties, many of which are beyond the
control of Crosstex and Devon, which may cause actual results or
events to differ materially from those implied or expressed by the
forward-looking statements included herein. These risks include,
but are not limited to, risks discussed in Crosstex’s and Devon’s
filings with the Securities and Exchange Commission. Crosstex and
Devon have no obligation to publicly update or revise any
forward-looking statement, whether as a result of new information,
future events or otherwise.
Crosstex EnergyJill McMillan,
214-721-9271Director, Public & Industry
AffairsJill.McMillan@crosstexenergy.com
Crosstex Energy, Inc. (MM) (NASDAQ:XTXI)
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