07.01.2008 23:40:00
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SEC Declares MarkWest Registration Statement/Joint Proxy Statement on Form S-4 Effective
MarkWest Energy Partners, L.P. (NYSE: MWE) today announced that the
Securities and Exchange Commission ("SEC”)
declared effective the Registration Statement/Joint Proxy Statement on
Form S-4 related to the Agreement and Plan of Redemption and Merger
between MarkWest Energy Partners and MarkWest Hydrocarbon, Inc. (AMEX:
MWP).
The joint proxy statement/prospectus will be mailed on or about January
18, 2008, to equityholders of record of both companies as of January 14,
2008. The companies will hold separate equityholder meetings on February
21, 2008, to consider the approval and adoption of the Agreement and
Plan of Redemption and Merger and related matters.
The proposed merger is subject to customary closing conditions,
including requisite approvals by the equityholders of both companies.
MarkWest Energy Partners, L.P. (NYSE: MWE) is a publicly traded
master limited partnership with a solid core of midstream assets and a
growing core of gas transmission assets. It is one of the largest
processors of natural gas in the Northeast and is the largest gas
gatherer of natural gas in the prolific Carthage field in east Texas. It
also has a growing number of other gas gathering and intrastate gas
transmission assets in the Southwest, primarily in Texas and Oklahoma. MarkWest Hydrocarbon, Inc. (AMEX: MWP) controls and operates MarkWest
Energy Partners, L.P. (NYSE: MWE), a publicly traded limited partnership
engaged in the gathering, processing and transmission of natural gas;
the transportation, fractionation and storage of natural gas liquids;
and the gathering and transportation of crude oil. We also market
natural gas and NGLs. This press release includes "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. All statements other
than statements of historical facts included or incorporated herein may
constitute forward-looking statements. Actual results could vary
significantly from those expressed or implied in such statements and are
subject to a number of risks and uncertainties. Although we
believe that the expectations reflected in the forward-looking
statements are reasonable, we can give no assurance that such
expectations will prove to be correct. The forward-looking
statements involve risks and uncertainties that affect our operations,
financial performance and other factors as discussed in our filings with
the Securities and Exchange Commission. Among the factors that
could cause results to differ materially are those risks discussed in
our Form 10-K/A for the year ended December 31, 2006, as filed with the
SEC. You are urged to carefully review and consider the
cautionary statements and other disclosures made in those filings,
specifically those under the heading "Risk
Factors.” We do not undertake any duty
to update any forward-looking statement. Although we believe that the expectations reflected in the
forward-looking statements, specifically those including those referring
to future performance, growth, cash flow, operating income,
distributable cash flow (DCF), distributions, or other factors, are
reasonable, these forward-looking statements are not guarantees of
future performance and we can give no assurance that such expectations
will prove to be correct and that projected performance or distributions
may not be achieved. Among the factors that could cause results
to differ materially are those risks discussed in our Form S-1, as
amended, our Annual Report on Form 10-K/A for the year ended December
31, 2006, and our Quarterly Reports on Form 10-Q, as amended, each as
filed with the SEC. You are also urged to carefully review and
consider the cautionary statements and other disclosures, including
those under the heading "Risk Factors,”
made in those filings, which identify and discuss significant risks,
uncertainties and various other factors that could cause actual results
to vary significantly from those expressed or implied in the
forward-looking statements. We do not undertake any duty to
update any forward-looking statement. MarkWest Energy Partners and MarkWest Hydrocarbon filed a definitive
joint proxy statement/prospectus and other documents with the Securities
and Exchange Commission (the "SEC") in relation to the merger
transaction announced on September 5, 2007. Investors and
security holders are urged to read these documents carefully because
they contain important information regarding MarkWest Energy Partners,
MarkWest Hydrocarbon, and the transaction. A definitive joint proxy
statement/prospectus will be sent to security holders of MarkWest Energy
Partners and MarkWest Hydrocarbon seeking their approval of the
transactions contemplated by the redemption and merger agreement.
Investors and security holders may obtain a free copy of the joint proxy
statement/prospectus and other documents containing information about
MarkWest Energy Partners and MarkWest Hydrocarbon, without charge, at
the SEC’s website at www.sec.gov.
Copies of the joint proxy statement/prospectus and the SEC filings that
will be incorporated by reference in the joint proxy
statement/prospectus may also be obtained free of charge by directing a
request to the entities' investor relations department at 866-858-0482,
or by accessing the companies’ website at www.markwest.com. MarkWest Energy Partners, MarkWest Hydrocarbon, the officers and
directors of the general partner of MarkWest Energy Partners, and the
officers and directors of MarkWest Hydrocarbon may be deemed to be
participants in the solicitation of proxies from their security holders.
Information about these persons can be found in the Annual Report on
Form 10-K/A for the year ended December 31, 2006, for each of MarkWest
Energy Partners and MarkWest Hydrocarbon, as filed with the SEC, and
additional information about such persons may be obtained from the joint
proxy statement/prospectus when it becomes available. This document shall not constitute an offer to sell or the
solicitation of an offer to buy any securities, nor shall there be any
sale of securities in any jurisdiction in which such offer,
solicitation, or sale would be unlawful prior to registration or
qualification under the securities laws of any such jurisdiction. No
offering of securities shall be made except by means of a prospectus
meeting the requirements of the Securities Act of 1933, as amended.
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