Feb 9, 2018   SOURCE: BusinessWire

ARM Energy Holdings LLC Announces Completion of Sale of Kingfisher Midstream to Silver Run Acquisition Corporation II for Consideration of Up to $1.55 Billion

ARM Energy Holdings LLC (“ARM Energy” or the “Company”) today announced that the Company and its partners have sold Kingfisher Midstream, LLC (“Kingfisher”) to Silver Run Acquisition Corporation II (“Silver Run II”) in exchange for an aggregate consideration of up to $1.55 billion. The transaction consideration is comprised of $800 million in cash, ~$550 million in Silver Run II stock and up to ~$200 million in additional Silver Run II stock based upon future Silver Run II trading performance, subject to customary closing adjustments.

Kingfisher provides midstream energy services, including crude oil and gas gathering, processing and marketing to producers in Oklahoma’s STACK play. ARM Energy formed Kingfisher in September 2015 in partnership with HPS Investment Partners. Since Kingfisher’s formation, ARM Midstream, on behalf of Kingfisher, successfully contracted acreage dedications of approximately 300,000 gross acres in the STACK play in Oklahoma. Kingfisher has natural gas processing capacity of 350mmcf/d and more than 400 miles of natural gas and crude oil pipelines. Kingfisher’s strategic firm transportation also provides residue solutions and flow assurance to its producer customers.

Today’s announcement follows Silver Run II’s recent announcement that it completed its $3.8 billion business combination with Alta Mesa Holdings, LP (“Alta Mesa”) and Kingfisher. The new company is being renamed Alta Mesa Resources, Inc. (“Alta Mesa Resources”) and its common stock and warrants will trade on the NASDAQ stock exchange under the ticker symbol “AMR” and “AMRRW,” respectively, effective February 12, 2018. Upon closing, the management teams of Riverstone and Alta Mesa collectively will own approximately 33% of Alta Mesa Resources’ market capitalization and Kingfisher equity holders will own 14%.

ARM Energy’s CEO Zach Lee said, “We are pleased to have completed our transaction with Silver Run II, Riverstone and Alta Mesa, and look forward to maintaining a shareholder position in Alta Mesa Resources as well as maintaining our relationship with our existing financial partner, HPS Investment Partners. We are delighted by the successes Kingfisher has achieved in such a short timeframe and proud of the great assets we have built."

Lee added, “ARM Energy’s in-depth fundamentals analysis provided us with the early insight to identify the STACK play as a successful region that would be profitable well before the area gained momentum with the greater midstream market. The Kingfisher system is galvanizing interest from numerous producers in the STACK play that understand and appreciate the value the system brings to their businesses.”

Advisors

JP Morgan served as the lead financial advisor and Barclays acted as co-financial advisor to Kingfisher. Bracewell LLP served as legal counsel to Kingfisher. Durham Jones & Pinegar served as legal counsel to ARM Energy.

About ARM Energy Holdings LLC

Headquartered in Houston, with offices in Calgary, Denver, Midland, Oklahoma City, and Pittsburgh, ARM Energy is a premier producer services firm, active in all major North American oil and gas basins. Its key business segments are Asset Risk Management, LLC, providing risk management and hedging strategies for producers; ARM Energy Management LLC, providing physical oil and gas marketing, transportation and asset management services and trading; and ARM Midstream, LLC, providing midstream investment, infrastructure development and operations. www.armenergy.com