Business Context and Reporting Period
This Form 8-K Current Report was filed by Exterran Holdings, Inc. (note: the request metadata lists "Archrock, Inc.", but the filing text identifies the registrant as Exterran Holdings, Inc.) on September 8, 2010. The report details a material definitive agreement entered into on the same date regarding a public offering of common units.
Key Financial Metrics and Transaction Details
- Offering Size: 4,600,000 common units representing limited partner interests in Exterran Partners, L.P.
- Offering Price: $21.60 per common unit.
- Net Proceeds: $20.71 per common unit (net of underwriting discounts).
- Over-Allotment Option: Underwriters granted a 30-day option to purchase up to an additional 690,000 common units.
- Expected Closing Date: September 13, 2010.
- Use of Proceeds: Repayment of outstanding borrowings under the company's senior secured credit facility.
Material Changes and Agreements
The primary material event is the entry into an Underwriting Agreement with Wells Fargo Securities, LLC and Merrill Lynch, Pierce, Fenner & Smith Incorporated. The selling entity is EXH MLP LP LLC, a subsidiary indirectly wholly owned by Exterran Holdings, Inc. The filing notes that certain underwriters and their affiliates are also lenders under the company's senior secured credit facility and will receive a portion of the net proceeds.
Guidance, Outlook, and Risks
The filing does not provide specific financial guidance, outlook, or management commentary regarding future operational performance. The primary risk disclosed relates to the indemnification agreement where the registrant, the Partnership, and the Selling Unitholder agreed to indemnify the Underwriters against certain liabilities under the Securities Act. Additionally, the filing notes potential conflicts of interest as underwriters may engage in other commercial dealings with the registrant.
Investor Verification Checklist
- Verify the exact closing date of the offering (expected September 13, 2010) and whether the over-allotment option was exercised.
- Confirm the total amount of debt repaid from the proceeds under the senior secured credit facility.
- Review the full text of the Underwriting Agreement (Exhibit 1.1) for specific indemnification terms and underwriting discounts.
- Check subsequent filings to confirm the final number of units sold and total capital raised.