Item 8.01. Other Events
On February 5, 2008, MarkWest Hydrocarbon, Inc.
(the Corporation) announced that it sent to its stockholders of record, on or
about January 18, 2008, a Joint Proxy Statement/Prospectus seeking
approval of the Redemption and Merger transaction between MarkWest Energy
Partners, L.P. and the Corporation, as announced on September 5, 2007 (the
Merger). The stockholders of the
Corporation should have separately received an Election Form for
stockholders to elect the form of consideration they prefer to receive in
exchange for their shares of MarkWest Hydrocarbon common stock in connection
with the Merger.
The Corporation stockholders may elect to receive the
stated consideration of 1.285 common units of MarkWest Energy Partners plus
$20.00 cash, on a per share basis, or they may elect to receive all cash, all
common units, or a combination thereof, subject to pro ration and an
equalization formula.
The Corporation reminds its stockholders that receipt of
a completed Election Form by Wells Fargo Bank, N.A., the
Redemption/Exchange Agent, is due by 5:00 pm Eastern Standard Time on February 20,
2008 (the Election Deadline).
Corporation stockholders whose shares of MarkWest Hydrocarbon
are held in a brokerage account should have received an Election Form from
their broker. If a stockholder has not
yet received an Election Form, the stockholder should immediately contact their
broker to obtain the Election Form, and then timely provide their broker with
their election, so that their broker may submit such information to the
Redemption/Exchange Agent on or before the Election Deadline.
Should stockholders have any questions regarding the
election process or the Election Form, the stockholder should contact:
The Altman Group, Inc.
1200 Wall Street West 3rd Floor
Lyndhurst, NJ 07071
Toll free (866) 822-1239
The
press release announcing this information is filed as Exhibit 99.1.
Cautionary
Statements
This filing includes forward-looking statements within
the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E
of the Securities Exchange Act of 1934, as amended. All statements other than statements of
historical facts included or incorporated herein may constitute forward-looking
statements. Actual results could vary
significantly from those expressed or implied in such statements and are
subject to a number of risks and uncertainties.
Although we believe that the expectations reflected in the forward-looking
statements are reasonable, we can give no assurance that such expectations will
prove to be correct. The forward-looking
statements involve risks and uncertainties that affect our operations,
financial performance and other factors as discussed in our filings with the
Securities and Exchange Commission.
Among the factors that could cause results to differ materially are
those risks discussed in our Form 10-K/A for the year ended December 31,
2006, as filed with the SEC. You are
urged to carefully review and consider the cautionary statements and other
disclosures made in those filings, specifically those under the heading Risk
Factors. We do not undertake any duty
to update any forward-looking statement.
Although we believe that the
expectations reflected in the forward-looking statements, specifically those
referring to future performance, growth, cash flow, operating income,
distributable cash flow (DCF), distributions, or other factors, are reasonable,
these forward-looking statements are not guarantees of future performance, and
we can give no assurance that such expectations will prove to be correct and
that projected performance or distributions may not be achieved. Among the factors that could cause results to
differ materially are those risks discussed in our Form S-1, as amended,
our Annual Report on Form 10-K for the year ended December 31, 2006,
as amended, and our Quarterly Reports on Form 10-Q, each as filed with the
SEC. You are also urged to carefully
review and consider the cautionary statements and other disclosures, including
those under the heading Risk Factors, made in those filings, which identify
and discuss significant risks, uncertainties and various other factors that
could cause
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actual
results to vary significantly from those expressed or implied in the
forward-looking statements. We do not
undertake any duty to update any forward-looking statement.
MarkWest Energy Partners and
MarkWest Hydrocarbon filed a definitive joint proxy statement/prospectus and
other documents with the Securities and Exchange Commission (the SEC) in
relation to the merger transaction announced on September 5, 2007. Investors and security holders are urged to
read these documents carefully because they contain important information
regarding MarkWest Energy Partners, MarkWest Hydrocarbon, and the transaction.
A definitive joint proxy statement/prospectus has been sent to security holders
of MarkWest Energy Partners and MarkWest Hydrocarbon seeking their approval of
the transactions contemplated by the redemption and merger agreement. Investors
and security holders may obtain a free copy of the joint proxy
statement/prospectus and other documents containing information about MarkWest Energy
Partners and MarkWest Hydrocarbon, without charge, at the SECs website at
www.sec.gov. Copies of the joint proxy statement/prospectus and the SEC filings
that are incorporated by reference in the joint proxy statement/prospectus may
also be obtained free of charge by directing a request to the entities
investor relations department at 866-858-0482, or by accessing their website at
www.markwest.com.
MarkWest Energy Partners,
MarkWest Hydrocarbon, the officers and directors of the general partner of
MarkWest Energy Partners, and the officers and directors of MarkWest
Hydrocarbon may be deemed to be participants in the solicitation of proxies
from their security holders. Information about these persons can be found in
the Annual Report on Form 10-K for each of MarkWest Energy Partners and
MarkWest Hydrocarbon, as filed with the SEC, and additional information about
such persons may be obtained from the joint proxy statement/prospectus.
This filing shall not constitute
an offer to sell or the solicitation of an offer to buy any securities, nor
shall there be any sale of securities in any jurisdiction in which such offer,
solicitation, or sale would be unlawful prior to registration or qualification
under the securities laws of any such jurisdiction. No offering of securities
shall be made except by means of a prospectus meeting the requirements of the
Securities Act of 1933, as amended.
Item
9.01. Financial Statement and
Exhibits
(d) Exhibits.
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Exhibit No.
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Description of Exhibit
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99.1
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Press
release dated February 5, 2008, announcing election procedures reminder
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