NuStar GP Holdings, LLC and NuStar Energy L.P. have announced that the merger of NSH with a subsidiary of NS was completed today.
Under the terms of the merger agreement, NSH unit holders are entitled to receive 0.55 of a common unit representing a limited partner interest in NS in exchange for each NSH unit owned at the effective time of the merger. Cash will be paid to NSH unit holders in accordance with the merger agreement in lieu of any fractional units they otherwise would have been entitled to receive. As previously announced, the transaction has resulted in the cancellation of the 2% economic general partner interest in NS, the incentive distribution rights in NS and approximately 10.2 million NS common units owned by subsidiaries of NSH.
“We are very pleased to see this transaction close,” said Brad Barron, president and chief executive officer of NS and NSH. “By simplifying our corporate structure and eliminating the incentive distribution rights, we are able to lower our cost of capital and create a more efficient and transparent structure, which is a key component of a comprehensive plan to position NuStar for long-term financial strength and allow us to successfully de-lever and deliver strong, sustainable distribution coverage in the future.”
With the completion of the merger, NSH has merged with and into a wholly owned subsidiary of NS. The surviving entity continues to hold 100% of the limited liability company interests in NuStar GP, LLC, the general partner of Riverwalk Logistics, L.P., the general partner of NS. NSH’s units, which had been trading on the NYSE under the ticker symbol “NSH,” will cease trading at the close of business today. However, NS common units will continue to be traded on the NYSE under the ticker symbol “NS.”
Following the closing of the merger, NuStar’s directors are: William E. Greehey, Bradley C. Barron, J. Dan Bates, William B. Burnett, James F. (Fully) Clingman, Jr., Dan J. Hill, Jelynne LeBlanc-Burley, Robert J. Munch and W. Grady Rosier.
