8-KAcquisitions & DispositionsExhibits & Filings

Targa Resources Corp. 8-K Report, Acquisition Completed (Mar 3, 2017)

Filed March 3, 2017For Securities:TRGP

Summary

Targa Resources Corp. (TRGP) has officially completed its Permian Acquisition through its subsidiary Targa Resources Partners LP. This transaction involved the acquisition of 100% of the membership interests in Outrigger Delaware Operating, LLC, Outrigger Southern Delaware Operating, LLC, and Outrigger Midland Operating, LLC. These acquired assets include gas gathering and processing, as well as crude gathering systems, located across several key counties in the Permian Basin, specifically Loving, Winkler, Ward, Howard, Martin, and Borden counties. The initial purchase price for this acquisition was approximately $484 million in cash at closing, with an additional $90 million due within 90 days. Notably, there is potential for significant future earn-out payments of up to $935 million, contingent on certain performance-based metrics, payable in 2018 and 2019. The company funded the initial purchase price using a combination of existing cash, borrowings under its revolving credit facility, and proceeds from a stock issuance in January 2017.

Key Highlights

  • 1Targa Resources Corp. has completed the acquisition of Outrigger's Permian Basin midstream assets.
  • 2The acquisition includes gas gathering and processing, and crude gathering systems in key Permian counties.
  • 3Initial cash consideration paid was approximately $484 million, with an additional $90 million due within 90 days.
  • 4Potential for substantial earn-out payments of up to $935 million over 2018-2019, subject to performance.
  • 5The transaction was funded through cash on hand, credit facility borrowings, and proceeds from a January 2017 stock issuance.
  • 6The acquired assets are strategically located in Loving, Winkler, Ward, Howard, Martin, and Borden counties.
  • 7The purchase price was determined through arm's length negotiations with no prior material relationships between parties.

Frequently Asked Questions

The initial purchase price was approximately $484 million in cash at closing, plus an additional $90 million to be paid within 90 days of closing. Additionally, there are potential performance-based earn-out payments of up to $935 million to be made in 2018 and 2019.

The company funded the initial purchase price using a combination of cash on hand, borrowings under its senior secured revolving credit facility, and proceeds from its common stock issuance in January 2017.

The acquisition includes gas gathering and processing systems, as well as crude gathering systems. These assets are located in Loving, Winkler, Ward, Howard, Martin, and Borden counties, which are all within the Permian Basin.

The earn-out payments, totaling up to $935 million, are contingent on certain performance-linked measures. This structure suggests that the sellers will receive additional compensation if the acquired assets meet or exceed specific performance targets in 2018 and 2019, aligning seller incentives with future operational success.