Summit Midstream Partners, LP Announces Amendment to Series A Preferred Unit Exchange Offer

Rhea-AI Summary

Summit Midstream Partners (SMLP) announced an amendment to its Exchange Offer for its 9.50% Series A Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Units. Now, each tendered Series A Preferred Unit will exchange for 30 Common Units, up from 27, marking an 11% increase. The maximum Common Units available for exchange has risen from 2,160,000 to 2,400,000. The Exchange Offer will expire on April 6, 2021, unless extended, and requires a minimum of 15,000 Series A Preferred Units to be tendered.

Positive

• Increased exchange offer from 27 to 30 Common Units per Series A Preferred Unit, an 11% rise.
• Maximum available Common Units for exchange increased from 2,160,000 to 2,400,000.

Negative

• The Exchange Offer is contingent upon at least 15,000 Series A Preferred Units being tendered, which may not be met.

HOUSTON, March 23, 2021 /PRNewswire/ -- Summit Midstream Partners, LP (NYSE: SMLP) (the "Partnership") announced today that it has amended its offer to exchange (the "Exchange Offer") its 9.50% Series A Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Units (Liquidation Preference $1,000) (the "Series A Preferred Units") tendered in the Exchange Offer for newly issued common units representing limited partner interests in the Partnership (the "Common Units"). For each Series A Preferred Unit that is accepted in the Exchange Offer, the holder will receive 30 Common Units, which is an increase of approximately 11% more than the previous offer of 27 Common Units for each Series A Preferred Unit properly tendered (and not validly withdrawn). Further, the maximum number of Common Units that can be issued in exchange for Series A Preferred Units properly tendered (and not validly withdrawn) and accepted by us in the Exchange Offer will be increased from 2,160,000 Common Units to 2,400,000 Common Units to reflect the increased exchange consideration. The Exchange Offer is still conditioned on, among other things, that holders of at least 15,000 Series A Preferred Units properly tender (and do not validly withdraw) their Series A Preferred Units prior to the expiration date of the Exchange Offer.  There are no other material changes to the Exchange Offer, which is still scheduled to expire at 11:59 p.m., New York City time, on April 6, 2021, unless extended.

The complete terms and conditions of the Exchange Offer are set forth in the Offer to Exchange and related Letter of Transmittal, as amended and supplemented, that are filed with the U.S. Securities and Exchange Commission (the "SEC") under cover of Schedule TO. Copies of the Offer to Exchange and Letter of Transmittal may be found on the SEC's website at www.sec.gov, the Partnership's website at www.summitmidstream.com or may be obtained from the Information Agent, D.F. King & Co., Inc., at 800-967-5071 (toll free) for unitholders, 212-269-5550 for banks and brokers or summitmidstream@dfking.com. The Depositary, American Stock Transfer & Trust Company, LLC can be contacted at 877-248-6417 (toll free) or 718-921-8317.

THIS PRESS RELEASE IS NEITHER AN OFFER TO PURCHASE NOR A SOLICITATION OF AN OFFER TO SELL ANY SERIES A PREFERRED UNITS, NOR IS IT AN OFFER TO SELL OR A SOLICITATION TO BUY ANY COMMON UNITS. THIS PRESS RELEASE IS NOT A SOLICITATION FOR ACCEPTANCE OF THE EXCHANGE OFFER. THE PARTNERSHIP IS MAKING THE EXCHANGE OFFER ONLY BY, AND PURSUANT TO THE TERMS OF THE OFFER TO EXCHANGE, THE LETTER OF TRANSMITTAL AND OTHER RELATED DOCUMENTS FILED WITH THE SEC, AS AMENDED AND SUPPLEMENTED. THE EXCHANGE OFFER IS NOT BEING MADE IN ANY JURISDICTION IN WHICH THE MAKING OR ACCEPTANCE THEREOF WOULD NOT BE IN COMPLIANCE WITH THE SECURITIES, BLUE SKY OR OTHER LAWS OF SUCH JURISDICTION. NONE OF THE PARTNERSHIP, OUR GENERAL PARTNER, ITS BOARD OF DIRECTORS, OFFICERS OR EMPLOYEES, THE INFORMATION AGENT OR THE DEPOSITARY FOR THE EXCHANGE OFFER MAKES ANY RECOMMENDATION IN CONNECTION WITH THE EXCHANGE. THIS PRESS RELEASE SHALL NOT CONSTITUTE AN OFFER, SOLICITATION OR SALE IN ANY JURISDICTION IN WHICH SUCH OFFER, SOLICITATION OR SALE IS UNLAWFUL.

About Summit Midstream Partners, LP

SMLP is a value-driven limited partnership focused on developing, owning and operating midstream energy infrastructure assets that are strategically located in unconventional resource basins, primarily shale formations, in the continental United States.  SMLP provides natural gas, crude oil and produced water gathering services pursuant to primarily long-term and fee-based gathering and processing agreements with customers and counterparties in six unconventional resource basins: (i) the Appalachian Basin, which includes the Utica and Marcellus shale formations in Ohio and West Virginia; (ii) the Williston Basin, which includes the Bakken and Three Forks shale formations in North Dakota; (iii) the Denver-Julesburg Basin, which includes the Niobrara and Codell shale formations in Colorado and Wyoming; (iv) the Permian Basin, which includes the Bone Spring and Wolfcamp formations in New Mexico; (v) the Fort Worth Basin, which includes the Barnett Shale formation in Texas; and (vi) the Piceance Basin, which includes the Mesaverde formation as well as the Mancos and Niobrara shale formations in Colorado.  SMLP has an equity investment in Double E Pipeline, LLC, which is developing natural gas transmission infrastructure that will provide transportation service from multiple receipt points in the Delaware Basin to various delivery points in and around the Waha Hub in Texas.  SMLP also has an equity investment in Ohio Gathering, which operates extensive natural gas gathering and condensate stabilization infrastructure in the Utica Shale in Ohio.  SMLP is headquartered in Houston, Texas.

Forward-Looking Statements

This press release includes certain statements concerning expectations for the future that are forward-looking within the meaning of the federal securities laws, including, without limitation, information concerning completion of the Offer to Exchange, the terms and timing of the Offer to Exchange, and the impact of completion of the Offer to Exchange. The Partnership may modify the terms or timing of the Offer to Exchange with requisite notice.  Forward-looking statements include, without limitation, any statement that may project, indicate or imply future results, events, performance or achievements and may contain the words "expect," "intend," "plan," "anticipate," "estimate," "believe," "will be," "will continue," "will likely result," and similar expressions, or future conditional verbs such as "may," "will," "should," "would," and "could."  Forward-looking statements also contain known and unknown risks and uncertainties (many of which are difficult to predict and beyond management's control) that may cause SMLP's actual results in future periods to differ materially from anticipated or projected results.  An extensive list of specific material risks and uncertainties affecting SMLP is contained in its 2020 Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 4, 2021, as amended and updated from time to time. Any forward-looking statements in this press release, are made as of the date of this press release and SMLP undertakes no obligation to update or revise any forward-looking statements to reflect new information or events.

 

 

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SOURCE Summit Midstream Partners, LP

FAQ

What is the amended Exchange Offer for Summit Midstream Partners (SMLP)?

The amended Exchange Offer allows holders to exchange each Series A Preferred Unit for 30 Common Units, up from 27.

What is the new maximum number of Common Units available in the SMLP Exchange Offer?

The new maximum is 2,400,000 Common Units, increased from 2,160,000.

When does the SMLP Exchange Offer expire?

The Exchange Offer is set to expire at 11:59 PM New York City time on April 6, 2021.

What condition must be met for the SMLP Exchange Offer to proceed?

At least 15,000 Series A Preferred Units must be properly tendered for the Exchange Offer to proceed.