Crestwood Midstream Announces Pricing of Upsized Private Offering of $600 Million of Senior Notes Due 2031

Rhea-AI Summary

Crestwood Equity Partners LP (NYSE: CEQP) announced the pricing of $600 million in 7.375% unsecured Senior Notes due 2031. This offering, which is $100 million more than initially planned, is part of a private placement exempt from SEC registration. The Notes, guaranteed by all relevant subsidiaries, are expected to close on January 19, 2023. Proceeds will be used to repay borrowings under the Revolving Credit Facility and to settle CPJV's credit facility shortly after. The offering is directed at institutional buyers and will not be registered under SEC regulations.

Positive

• Proceeds of $600 million will enhance liquidity by repaying borrowings under the Revolving Credit Facility.
• The increase of $100 million in the offering indicates strong demand for the Notes.

Negative

• The issuance of new debt could lead to shareholder dilution if not managed properly.

HOUSTON--(BUSINESS WIRE)-- Crestwood Midstream Partners LP (“CMLP”), a wholly owned subsidiary of Crestwood Equity Partners LP (NYSE: CEQP), announced today that it has priced $600 million in aggregate principal amount of 7.375% unsecured Senior Notes due 2031 (the “Notes”) in a private offering (the “Notes Offering”) that is exempt from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”). This represents a $100 million increase in the original offering amount. The Notes will be guaranteed on a senior unsecured basis by all of CMLP’s subsidiaries that guarantee its existing notes and the indebtedness under its revolving credit facility (the “Revolving Credit Facility”). CMLP expects to close the offering on January 19, 2023, subject to customary closing conditions, and the Notes will be issued at par.

CMLP intends to use the net proceeds from the Notes Offering to repay a portion of borrowings under the Revolving Credit Facility. CMLP also intends to repay and terminate Crestwood Permian Basin Holdings LLC’s (“CPJV”) credit facility with borrowings under the Revolving Credit Facility within 30 days after the closing of the Notes Offering, at which time CMLP intends to designate CPJV and certain of its wholly owned subsidiaries as restricted subsidiaries and guarantors of the existing notes and the Notes.

The Notes and the related guarantees are being offered only to persons reasonably believed to be qualified institutional buyers in reliance on the exemption from registration set forth in Rule 144A under the Securities Act, and outside the United States to non-U.S. persons in reliance on the exemption from registration set forth in Regulation S under the Securities Act. The Notes and the related guarantees have not been registered under the Securities Act, or the securities laws of any state or other jurisdiction, and may not be offered or sold in the United States without registration or an applicable exemption from the Securities Act and applicable state securities or blue sky laws.

This press release shall not constitute an offer to sell, or the solicitation of an offer to buy, any securities, nor shall there be any sales of the Notes or related guarantees 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. This notice is being issued pursuant to and in accordance with Rule 135(c) under the Securities Act.

Forward-Looking Statements

This press release may include certain statements concerning expectations for the future that are forward-looking statements as defined by federal securities law. Such forward-looking statements are subject to a variety of known and unknown risks, uncertainties and other factors that are difficult to predict and many of which are beyond management’s control. These risks and assumptions are described in CMLP’s filings with the United States Securities and Exchange Commission, including its most recent Annual Report on Form 10-K, and subsequently filed Quarterly Reports on Form 10-Q and Current Reports on Form 8-K. Readers are cautioned not to place undue reliance on forward-looking statements, which reflect management’s view only as of the date made. We undertake no obligation to update any forward-looking statement, except as otherwise required by law.

About Crestwood Midstream Partners LP

Houston, Texas, based CMLP is a limited partnership and wholly owned subsidiary of CEQP that owns and operates midstream businesses in multiple shale resource plays across the United States. CMLP is engaged in the gathering, processing, treating, compression, storage and transportation of natural gas; storage, transportation, terminalling and marketing of NGLs; gathering, storage, terminalling and marketing of crude oil; and gathering and disposal of produced water.

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Crestwood Midstream Partners LP

Investor Contacts

Andrew Thorington, 713-380-3028

andrew.thorington@crestwoodlp.com

Vice President, Finance and Investor Relations

Rhianna Disch, 713-380-3006

rhianna.disch@crestwoodlp.com

Director, Investor Relations

Sustainability and Media Contact

Joanne Howard, 832-519-2211

joanne.howard@crestwoodlp.com

Senior Vice President, Sustainability and Corporate Communications

Source: Crestwood Equity Partners LP

FAQ

What is the amount of the Senior Notes offering by Crestwood Equity Partners?

Crestwood Equity Partners LP has priced a $600 million offering of 7.375% unsecured Senior Notes due 2031.

When is the expected closing date for the Notes Offering?

The expected closing date for the Notes Offering is January 19, 2023.

How will Crestwood Equity Partners use the proceeds from the Notes Offering?

The proceeds will be used to repay a portion of borrowings under the Revolving Credit Facility.

What is the significance of the increase in the Notes Offering?

The increase of $100 million in the offering amount reflects strong demand for the Notes.

Are the Senior Notes registered under the Securities Act?

No, the Senior Notes will not be registered under the Securities Act and are being offered under exemptions.