Targa Resources Corp. acquired Atlas Pipeline Partners, L.P. and Atlas Energy, L.P. for approximately $7.7 billion total transaction value (Atlas Pipeline Partners ~$5.8 billion including ~$1.8 billion of assumed debt; Atlas Energy acquired for stock and cash following spin-off of ATLS non-midstream assets), a transaction completed in February 2015, structured as combination (units/stock plus cash). The deal was a Merger.
Atlas Pipeline Partners, L.P. and Atlas Energy, L.P. operates in Gathering and Processing / Logistics and Transportation, is based in United States - Permian Basin (West Texas), Anadarko Basin (Oklahoma) and South Texas. On October 13, 2014, Targa Resources Partners LP and Targa Resources Corp. entered into agreements to acquire Atlas Pipeline Partners, L.P. (APL) and Atlas Energy, L.P. (ATLS). Targa Resources Partners acquired APL for total consideration of $5.8 billion, including $1.8 billion of debt as of September 30, 2014; each APL common unitholder received 0.5846 Targa Resources Partners units plus a one-time cash payment of $1.26 per APL common unit (total consideration of $38.66 per APL common unit, a negotiated 15% premium). Targa Resources Corp. acquired ATLS for stock and cash following ATLS's spin-off of its non-midstream assets; the two acquisitions were contingent on one another and closed concurrently on February 27, 2015.
Targa described the integrated transaction as a strategic opportunity to combine two midstream businesses, expand scale and diversity, and deliver distribution and dividend growth (TRP expected 11-13% distribution growth in 2015; TRC expected approximately 35% dividend growth in 2015).
Targa Resources Corp. agreed to reduce its incentive distribution rights for the four years following closing by fixed amounts of $37.5 million, $25.0 million, $10.0 million and $5.0 million, respectively. Atlas Pipeline assets integrated into Targa's Gathering and Processing operations; Atlas Pipeline Partners renamed Targa Pipeline Partners post-close.
We view this integrated transaction as a highly compelling strategic opportunity to combine two outstanding midstream businesses and create value for all shareholders and unitholders. We believe the combination provides our customers an enhanced midstream service offering, and presents our investors with an enterprise that has increased scale, diversity and growth.Joe Bob Perkins, Chief Executive Officer, Targa Resources Corp.
Advisory firms were not disclosed for this transaction.