TransMontaigne Inc. Announces Closing of Purchase Transactions with Rio Vista Energy Partners L.P. and Penn Octane Corporation
23 August 2006 - 6:48AM
Business Wire
TransMontaigne Inc. (NYSE: TMG) today announced that its
wholly-owned subsidiary, TransMontaigne Product Services Inc.
("TransMontaigne"), completed the purchase of certain liquefied
petroleum gas assets (the "LPG Assets") from Rio Vista Energy
Partners L.P. (NASDAQ: RVEP) and Penn Octane Corporation (PINK
SHEETS: POCC) in accordance with the respective Purchase and Sale
Agreements between Rio Vista, Penn Octane and TransMontaigne, each
amended and restated as of August 15, 2006 (each a "Restated PSA").
The LPG Assets acquired by TransMontaigne from Rio Vista include:
Rio Vista's Brownsville, Texas, terminal and refined products tank
farm, together with associated improvements, leases, easements,
licenses and permits; Rio Vista's LPG sale agreement with P.M.I.
Trading Limited ("PMI."); and all of Rio Vista's associated LPG
inventory. Total cash consideration paid to Rio Vista was
$7,092,416, following adjustments and payments provided for in the
Restated PSA. In addition, pursuant to an LPG Transportation
Agreement, TransMontaigne has agreed to exclusively use the
services and retained assets of Rio Vista on a fee basis for the
transportation of LPG to be delivered into northeastern Mexico
and/or LPG sold pursuant to the PMI LPG sale agreement.
TransMontaigne also completed the purchase of the LPG Assets of
Penn Octane which include: Penn Octane's pipeline lease with
Seadrift Pipeline Corporation, together with associated
improvements, leases, easements, licenses and permits; Penn
Octane's LPG supply agreement with Exxon Company, U.S.A.; and all
of Penn Octane's associated LPG inventory. Total cash consideration
paid to Penn Octane was $9,820,126, following adjustments provided
in the Restated PSA. Pursuant to the respective Restated PSAs,
TransMontaigne will assume both Rio Vista and Penn Octane's
obligations arising after the closing under the contracts included
in the respective LPG Assets purchased. "We are pleased to announce
the closing of the related transactions with both Rio Vista and
Penn Octane, which allows us to further expand our Brownsville
facilities, as well as our existing relationship with PMI," said
William S. Dickey, Executive Vice President/COO. To the extent that
the acquired assets generate master limited partnership qualified
income, TransMontaigne Partners L.P. (NYSE: TLP) has an existing
right to acquire them from TransMontaigne Inc. over the next two
years. TransMontaigne Inc. is a refined petroleum products
marketing and distribution company based in Denver, Colorado, with
operations in the United States, primarily in the Gulf Coast,
Midwest and East Coast regions. The Company's principal activities
consist of (i) terminal, pipeline, and tug and barge operations,
(ii) marketing and distribution, and (iii) supply chain management
services. The Company's customers include refiners, wholesalers,
distributors, marketers, and industrial and commercial end-users of
refined petroleum products. Corporate news and additional
information about TransMontaigne Inc. is available on the Company's
web site: www.transmontaigne.com. Forward-Looking Statements This
press release includes statements that may constitute
forward-looking statements made pursuant to the safe harbor
provision of the Private Securities Litigation Reform Act of 1995.
This information may involve risks and uncertainties that could
cause actual results to differ materially from the forward-looking
statements. Although the Company believes that the expectations
reflected in such forward-looking statements are based on
reasonable assumptions, such statements are subject to risks and
uncertainties that could cause actual results to differ materially
from those projected.
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