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Press release from Business Wire

Meritage Midstream Services Acquires Wyoming's Thunder Creek Gas Services from Devon Energy and PVR Partners

Tuesday, August 20, 2013

Meritage Midstream Services Acquires Wyoming's Thunder Creek Gas Services from Devon Energy and PVR Partners

08:10 EDT Tuesday, August 20, 2013

GOLDEN, Colo. (Business Wire) -- Meritage Midstream Services II, LLC (“Meritage”) announced today that it has acquired 100 percent ownership of Thunder Creek Gas Services, LLC (“Thunder Creek”) from Devon Energy Corporation (NYSE: DVN) (“Devon”) and PVR Partners, L.P. (NYSE: PVR) (“PVR”). Established in 1998, Thunder Creek owns and operates natural gas gathering, treating and processing assets in Wyoming's Powder River Basin, including more than 500 miles of high- and low-pressure gas gathering pipelines, three natural gas treating facilities, compression and gas processing facilities, and various NGL and condensate handling facilities. The transaction closed on Aug. 19.

“The Thunder Creek system is a great addition to the significant midstream footprint we are building in one of the country's most exciting emerging shale basins,” said Meritage Midstream Chairman and CEO Steve Huckaby. “The Powder River Basin is home to multiple oil and liquids-rich formations, and producers are expanding their drilling programs at a rapid pace. We are fortunate to have a highly experienced team and the capital required to execute an aggressive plan for expansion of the Thunder Creek system.”

Meritage is also developing the Black Thunder Terminal, a joint venture with Arch Coal (NYSE: ACI). Located in Campbell County, Wyoming, at Arch Coal's Black Thunder mining complex, the terminal will provide storage, blending and rail loading services for crude oil and condensate produced in the Powder River Basin. Meritage expects to expand the Thunder Creek gathering system to provide pipeline service to the terminal.

Huckaby said, “Meritage will be offering an array of midstream services designed to meet the challenges of moving and processing natural gas, NGLs, condensate, crude oil and produced water in a rapid, cost-effective way. Bundling midstream services is a strategy we will continue to pursue. By placing multiple lines in one ditch we can help alleviate truck traffic and provide our customers with meaningful efficiencies and cost savings.”

Meritage is backed by initial equity commitments of up to $500 million from Riverstone Holdings LLC of New York. “This is an important milestone in the execution of Meritage Midstream's business plan. We are excited about the company's future and look forward to its continued growth,” said Baran Tekkora, managing director at Riverstone and a member of the Meritage board of directors. Riverstone is an energy and power-focused private investment firm founded in 2000 with approximately $25 billion of equity capital raised across seven investment funds.

Evercore Partners acted as sole financial advisor and Vinson & Elkins served as legal advisor to Meritage.

About Meritage Midstream Services

Based in Golden, Colorado, Meritage Midstream provides oil and gas producers with a full complement of midstream services. Capabilities include the gathering, compression, treating, processing, fractionation, transportation and marketing of natural gas, NGLs and condensate; gathering, terminaling, transporting and marketing crude oil; and transporting and handling produced water. The company's senior management team has more than 200 years of collective experience in the midstream business. Meritage is backed by equity commitments from Riverstone Holdings LLC. Visit www.meritagemidstream.com for more information.

TEN|10 Group, LLC
Casey Nikoloric
303-507-0510 m
720-542-8832 o
Casey.Nikoloric@Ten10Group.com

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