Simpson Thacher is representing the initial purchasers in connection with the 144A/Regulation S offering of $700 million aggregate principal amount of 6.625% Senior Notes due 2032 by Archrock Partners, L.P. (“Archrock Partners”), a wholly-owned subsidiary of Archrock, Inc. (“Archrock”). Archrock Partners Finance Corp (“Finance Corp.” and, together with Archrock Partners, the “Issuers”), a wholly-owned subsidiary of Archrock Partners, served as co-issuer. Archrock intends to use the net proceeds from the offering to fund a portion of the cash purchase price for the previously announced acquisition of Total Operations and Production Services, LLC (“TOPS”), to fund a cash tender offer (the “Tender Offer”) to purchase up to $200 million in aggregate principal amount of the Issuers’ 6.875% Senior Notes due 2027 and to pay related fees and expenses. Archrock intends to use any remaining net proceeds for general corporate purposes, which may include the repayment of indebtedness, including a portion of the outstanding borrowings under Archrock’s revolving credit facility. Simpson Thacher is also representing the dealer manager in connection with the Tender Offer.
Archrock is an energy infrastructure company with a primary focus on midstream natural gas compression and a commitment to helping its customers produce, compress and transport natural gas in a safe and environmentally responsible way. Headquartered in Houston, Texas, Archrock is a premier provider of natural gas compression services to customers in the energy industry throughout the U.S. and a leading supplier of aftermarket services to customers that own compression equipment.
Based in Midland, Texas, TOPS is a leading provider of contract gas compression services for the Permian Basin. TOPS specializes in lower emission, electric driven compression for gas lift and other applications. TOPS’ natural gas compressors feature industry leading technology allowing for complete remote monitoring of all operating conditions. These features ensure industry leading up-time, transparency and a compressor package built to take advantage of the latest in automation enhancements.
The Simpson Thacher team included Brian Rosenzweig, Sean Dougherty, Richie Ragusa, Ryan Poché, Suzannah Ranzo and Andrew Scattergood (Capital Markets); Jonathan Cantor and Ruoxi Zhang (Tax); Ryan Stott (Executive Compensation and Employee Benefits); and Andrew Pagliughi (FINRA).