SMLP Summit Midstream Partners LP

Item 3.

Not applicable.

Ownership (a-b)

Pursuant to the Transaction Support Agreement (the “TSA”), dated as of September 29, 2020, by and among the Issuer, Summit Midstream Partners Holdings, LLC (“SMP Holdings”), Summit Midstream Partners, LLC (“Summit Investments”) (each subsidiaries of the Issuer), and the Directing Lenders (as defined therein), the parties to the TSA agreed to discharge and restructure certain indebtedness under the Term Loan Agreement (the “Term Loan”), dated as of March 21, 2017, by and among SMP Holdings, as borrower, and the lenders party thereto, including certain of the Reporting Persons (the “Term Loan Lenders”).

As contemplated by the TSA and pursuant to the terms of the Strict Foreclosure Agreement (the “Strict Foreclosure Agreement”), dated as of November 17, 2020 (the “Closing Date”), by and among SMP Holdings, Summit Investments and the Term Loan Agent (as defined therein), the Directing Lenders directed the Term Loan Agent to execute a strict foreclosure on behalf of the Directing Lenders on 2,306,972 Common Units pledged as collateral under the Term Loan (the “Specified Collateral”) due to SMP Holdings’ failure to pay certain required amortization payments. Pursuant to the Strict Foreclosure Agreement, SMP Holdings and Summit Investments entered into a General Assignment and Bill of Sale on the Closing Date, pursuant to which SMP Holdings and Summit Investments assigned, transferred and conveyed the Specified Collateral to all Term Loan Lenders on a pro rata basis (the “Assignment”). As a result of the Assignment, the Ares Direct Holders (as defined below) acquired beneficial ownership of the Common Units described in this Schedule 13G.

The ownership information presented below sets forth the number and percentage of the Issuer’s Common Units that each Reporting Person beneficially owns or may be deemed to beneficially own as of the filing date of this Schedule 13G, based on (i) 3,774,992 Common Units issued and outstanding as of November 9, 2020 (as disclosed by the Issuer in its Current Report on Form 8-K filed with the Securities and Exchange Commission on November 10, 2020) plus (ii) 2,306,972 Common Units transferred to the Term Loan Lenders in connection with the Assignment. The Reporting Persons collectively beneficially own or may be deemed to beneficially own an aggregate of 312,143 Common Units. Such Common Units are held of record by the Reporting Persons listed under the heading “Ares Direct Holder” in the table below (each, an “Ares Direct Holder,” and collectively, the “Ares Direct Holders”) in the amounts set forth opposite each such Ares Direct Holder’s respective name. Each of the Reporting Persons listed under the heading “Ares Lender of Record” in the table below (each, an “Ares Lender of Record,” and collectively, “Ares Lenders of Record”) directly controls the Ares Direct Holder set forth opposite its respective name.

Ares Management LLC controls, directly or indirectly, each Ares Lender of Record. The sole member of Ares Management LLC is Ares Management Holdings, and the general partner of Ares Management Holdings is Ares Holdco. The sole member of Ares Holdco is Ares Holdings. The sole stockholder of Ares Holdings is Ares Management. Ares Management GP is the sole holder of the Class B Common Stock, $0.01 par value per share, of Ares Management (the “Class B Common Stock”) and Ares Voting is the sole holder of the Class C common stock, $0.01 par value per share, of Ares Management (the “Class C Common Stock”). Pursuant to Ares Management’s Certificate of Incorporation in effect as of the date of this Schedule 13G, the holders of the Class B Common Stock and the Class C Common Stock, collectively, will generally have the majority of the votes on any matter submitted to the stockholders of Ares Management if certain conditions are met. The sole member of both Ares Management GP and Ares Voting is Ares Partners. Ares Partners is managed by a board of managers, which is composed of Michael J Arougheti, Ryan Berry, R. Kipp deVeer, David B. Kaplan, Michael R. McFerran, Antony P. Ressler and Bennett Rosenthal (collectively, the “Board Members”). Mr. Ressler generally has veto authority over decisions by the Board Members.

Each of the Reporting Persons (other than the Ares Direct Holders, in each case, solely with respect to the Common Units held of record by each such Ares Direct Holder as set forth above), the Board Members and the other directors, officers, partners, stockholders, members and managers of the Reporting Persons, expressly disclaims beneficial ownership of the Common Units for purposes of Section 13(d) of the Act and the rules under Section 13(d) of the Act.

(c) The information contained on the cover pages to this Schedule 13G is incorporated herein by reference.

Not applicable.

Not applicable.

Not applicable.

Not applicable.

Not applicable.

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Date:  November 27, 2020

LIST OF EXHIBITS