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236327 Cover.Indd Exterran Corporation November 2015 Exterran Corporation is a market leader in the provision of compression, production and processing products and services that support the production and transportation of oil and natural gas globally. Our global customer base consists of companies engaged in all aspects of the oil and natural gas industry, including large integrated oil and natural gas companies, national oil and natural gas companies, independent oil and natural gas producers and oil and natural gas processors, gatherers and pipeline operators. We serve our customers’ energy infrastructure needs from wellhead to pipeline through an integrated suite of products and services: Contract Operations 2014 We own and operate natural gas compression Revenue Gross Margin1 equipment and crude oil and natural gas percentage of total production and processing equipment on 23% behalf of our customers outside of the United States. 41% 7% 52% Aftermarket Services 70% We provide operations, maintenance, overhaul and reconfi guration services outside of the United States to support our customers 7% who own their own compression, production, ■ ■ ■ processing, treating and related equipment. Contract Operations Aftermarket Services Product Sales Product Sales We design, engineer, manufacture, 21% 27% install and sell natural gas compression 48% packages as well as equipment used in 41% the production, treating and processing of crude oil and natural gas to customers both in the United States and internationally. In addition, we combine our products into 31% 32% an integrated solution that we design, engineer, procure and, in certain cases, ■ North America ■ Eastern Hemisphere ■ Latin America construct on-site for sale to our customers. We Support our Customers’ Global Energy Infrastructure Natural Gas Sales • Reciprocating • Dehydration • Screw • Dewpointing • Sweetening • NGL extraction • NGL stabilization Wellhead Oil Sales • Separation • Heating/Cooling • Gas dehydration • Oil treating • Vapor recovery Reuse or Disposal • Deoiling 1 Gross margin, a non-GAAP fi nancial measure, is discussed further • under “Selected Historical Combined Financial Data – Non-GAAP Filtration Financial Measures.” • Demineralization 7MAR201523075353 16666 Northchase Drive Houston, Texas 77060 October 28, 2015 Dear Fellow Shareholders: I am pleased to inform you that Exterran Holdings, Inc. intends to effect the spin-off of Exterran Corporation, a wholly owned subsidiary of Exterran Holdings, through a pro rata stock distribution to holders of Exterran Holdings common stock. Exterran Corporation will own the assets and liabilities associated with Exterran Holdings’ international services and global fabrication businesses. In connection with the spin-off, Exterran Holdings will change its name to ‘‘Archrock, Inc.’’ and will be traded on the New York Stock Exchange under the symbol ‘‘AROC.’’ References to ‘‘Archrock’’ or ‘‘Exterran Holdings’’ before the spin-off refer to Exterran Holdings, Inc. and after the spin-off refer to Archrock, Inc. Upon the completion of the spin-off, Archrock shareholders will own 100% of the outstanding shares of common stock of Exterran Corporation. The separation will be completed by way of a pro rata distribution of all of the outstanding shares of Exterran Corporation’s common stock to Exterran Holdings’ shareholders of record as of 5:00 p.m., New York City time, on October 27, 2015, the record date for the distribution. Each Exterran Holdings shareholder of record will receive one share of Exterran Corporation’s common stock for every two shares of Exterran Holdings common stock held on the record date. The distribution date of Exterran Corporation shares is expected to be November 3, 2015. Shareholder approval of the spin-off is not required, and you do not need to take any action to receive shares of Exterran Corporation’s common stock in the spin-off. The distribution, which is subject to several customary conditions, will be issued in book-entry form only, which means that no physical stock certificates representing interests in Exterran Corporation will be issued. A book-entry account statement reflecting your ownership of shares of Exterran Corporation’s common stock will be mailed to you, or your brokerage account will be credited for the shares on or about the distribution date. No fractional shares of Exterran Corporation’s common stock will be issued. Instead, the transfer agent will aggregate fractional shares into whole shares, sell the whole shares in the open market at prevailing rates and distribute the net cash proceeds pro rata to each holder who would otherwise have been entitled to receive fractional shares in the distribution. We intend for the spin-off to be tax-free to our shareholders (other than with respect to any cash received in lieu of fractional shares) and to us for U.S. federal income tax purposes. To that end, we expect to obtain an opinion of counsel substantially to the effect that, among other things and subject to certain qualifications and limitations, the distribution, together with certain other transactions, should qualify as a reorganization under Sections 355 and 368(a)(1)(D) of the Internal Revenue Code of 1986, as amended, for U.S. federal income tax purposes. You should consult your own tax advisor as to the particular consequences of the spin-off to you, including the applicability and effect of any state, local and non-U.S. tax laws, which may result in the spin-off being taxable to you. If you sell or otherwise transfer your shares of Exterran Holdings common stock on or prior to the distribution date, you will also be selling your right to receive shares of Exterran Corporation’s common stock. You are encouraged to consult with your broker or financial advisor regarding the specific implications of transferring your Exterran Holdings common stock on or prior to the distribution date. Exterran Corporation’s common stock is expected to be traded on the New York Stock Exchange under the symbol ‘‘EXTN.’’ You do not need to take any action to receive your shares of Exterran Corporation’s common stock. You do not need to pay any consideration for your shares of Exterran Corporation’s common stock or surrender or exchange your shares of Exterran Holdings common stock. I encourage you to read the enclosed information statement, which is being mailed to all Exterran Holdings shareholders. It describes the spin-off in detail and contains important information about Exterran Corporation, including financial statements. I believe the spin-off is a positive event for our shareholders, and I look forward to your continued support as a shareholder of Archrock. We remain committed to working on your behalf to build long-term shareholder value. Sincerely, 22OCT201517434828 D. Bradley Childers President and Chief Executive Officer Exterran Holdings, Inc. 7MAR201523075353 4444 Brittmoore Road Houston, Texas 77041 October 28, 2015 To Shareholders of Exterran Corporation: It is my pleasure to welcome you as a shareholder of Exterran Corporation. While we will be a new company upon our separation from Exterran Holdings, Inc., our business has a history of strong financial and operational performance providing global product sales and international energy infrastructure services in Latin America and parts of the Eastern Hemisphere. We believe operating these businesses as a separate company will: position us to benefit from the continued build-out of the global energy infrastructure and the redevelopment currently underway in North America; create financial flexibility enabling us to continue investing in value-creating contract operations projects; and expand our potential product sales customer base. Accordingly, we believe we can more effectively focus on our global product sales business and our international services businesses as an independent company, and bring more value to you as a shareholder, than we could as a subsidiary of Exterran Holdings. We currently employ approximately 7,000 people worldwide. We expect to list our common stock on the New York Stock Exchange under the symbol ‘‘EXTN.’’ We thank you in advance for your support as a shareholder of our common stock, and I invite you to learn more about us by reviewing the enclosed information statement. Sincerely, 22OCT201517433933 Andrew J. Way President and Chief Executive Officer Exterran Corporation INFORMATION STATEMENT Exterran Corporation Common Stock (par value $0.01 per share) This information statement is being furnished in connection with the distribution by Exterran Holdings, Inc. to its shareholders of all of the outstanding shares of common stock of Exterran Corporation. In connection with such distribution and the related spin-off transactions, Exterran Holdings, Inc. will change its name to ‘‘Archrock, Inc.,’’ or Archrock. As of the date of this information statement, Exterran Holdings owns all of Exterran Corporation’s outstanding common stock. To implement the distribution, Exterran Holdings will distribute shares of Exterran Corporation common stock on a pro rata basis to the holders of Exterran Holdings common stock. You, as a holder of Exterran Holdings common stock, will be entitled to receive one share of our common stock for every two shares of Exterran Holdings common stock held as of 5:00 p.m., New York City time, on October 27, 2015, the record date for the distribution. The distribution will be issued in book-entry form only without the delivery of any physical share certificates. No fractional shares of our common stock will be issued. Instead, the transfer agent will aggregate fractional shares into whole shares, sell the whole shares in the open market at prevailing rates and distribute the net cash proceeds pro rata to each holder who would otherwise have been entitled to receive fractional shares in the distribution. The distribution date for the spin-off will be November 3, 2015. You will not be required to pay any cash or other consideration for the shares of our common stock that will be distributed to you or to surrender or exchange your shares of Exterran Holdings common stock in order to receive shares of our common stock in the spin-off.
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