Exterran Partners has agreed to acquire contracts serving 18 customers from Exterran Holdings and its affiliates, together with approximately 900 compressor units used to provide compression services under those contracts, comprising approximately 273,000 horsepower. The transaction will include approximately 6% (by available horsepower) of the combined U.S. contract operations business of Exterran Holdings and Exterran Partners. The transaction, which is subject to standard closing conditions, including the expiration or termination of the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, is expected to close in November 2009.

The total value of the transaction is approximately $144million, including estimated transaction costs. In funding the transaction, Exterran Partners intends to borrow approximately $58 million under a new asset-backed securitization facility and issue approximately $86 million of new equity to Exterran Holdings, comprised of approximately 4.74 million common units and approximately 97,000 general partner units.

Exterran Partners has received a financing commitment for a new $150 million asset-backed securitization facility, to be arranged by Wells Fargo Securities, LLC and provided by Wachovia Bank, N.A., a wholly-owned subsidiary of Wells Fargo & Company. This facility, which will mature in 2013, is expected to provide debt capacity to help fund this and future acquisition transactions. Interest payable on this new facility is expected to accrue at a variable rate of one month LIBOR plus 3.5%. Exterran Partners will be required to enter into fixed interest rate swaps with respect to at least 85% of outstanding borrowings under this facility.

"We are pleased with this transaction, which we believe will enhance Exterran Partners' distributable cash flow and strengthen its financial position, while the new securitization facility will diversify and expand the capacity of its debt structure and extend its debt maturity profile," said David S. Miller, Chief Financial Officer of Exterran Partners' managing general partner. "The transaction is expected to expand Exterran Partners' contract operations fleet to comprise approximately 31%, by available horsepower, of the combined Exterran Holdings and Exterran Partners U.S. contract operations business.