AGREEMENT AND PLAN OF MERGERMerger Agreement • October 4th, 2019 • Hess Midstream Partners LP • Crude petroleum & natural gas • Delaware
THIS AGREEMENT AND PLAN OF MERGER, dated as of October 3, 2019 (this “Agreement”), is entered into by and among Hess Midstream LP, a Delaware limited partnership (“New HESM”), Hess Midstream GP LP, a Delaware limited partnership and the general partner of New HESM (“New HESM GP LP”), Hess Midstream New Ventures II, LLC, a Delaware limited liability company and wholly owned subsidiary of New HESM (“Merger Sub”), Hess Midstream Partners LP, a Delaware limited partnership (“HESM”), Hess Midstream Partners GP LP, a Delaware limited partnership and the general partner of HESM (“MLP GP LP”), and Hess Infrastructure Partners GP LLC, a Delaware limited liability company and the limited partner of New HESM (“HIP GP LLC”). Each of the foregoing is sometimes referred to herein individually as a “Party” and, collectively, as the “Parties.” Capitalized terms used but not defined in this Agreement shall have the respective meanings given to such terms in that certain Partnership Restructuring Agreem
PARTNERSHIP RESTRUCTURING AGREEMENT dated as of October 3, 2019, among HESS MIDSTREAM PARTNERS LP HESS MIDSTREAM LP and THE OTHER PARTIES HERETOPartnership Restructuring Agreement • October 4th, 2019 • Hess Midstream Partners LP • Crude petroleum & natural gas • Delaware
This PARTNERSHIP RESTRUCTURING AGREEMENT, dated as of October 3, 2019 (this “Agreement”), is by and among HESS MIDSTREAM PARTNERS LP, a Delaware limited partnership (“HESM”), HESS MIDSTREAM PARTNERS GP LP, a Delaware limited partnership and the general partner of HESM (“MLP GP LP”), HESS MIDSTREAM PARTNERS GP LLC, a Delaware limited liability company and the general partner of MLP GP LP (“MLP GP LLC”), HESS INFRASTRUCTURE PARTNERS LP, a Delaware limited partnership (“HIP”), HESS INFRASTRUCTURE PARTNERS GP LLC, a Delaware limited liability company and the general partner of HIP (“HIP GP LLC”), HESS MIDSTREAM LP, a Delaware limited partnership (“New HESM”), HESS MIDSTREAM GP LP, a Delaware limited partnership and the general partner of New HESM (“New HESM GP LP”), HESS MIDSTREAM GP LLC, a Delaware limited liability company and the general partner of New HESM GP LP (“New HESM GP LLC”), HESS MIDSTREAM NEW VENTURES II LLC, a Delaware limited liability company (“Merger Sub”), HESS INVESTMENT
