UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
AMENDMENT NO.
3
to
SCHEDULE
TO
Tender Offer Statement under Section 14(d)(1) or 13(e)(1)
of the Securities Exchange Act of 1934
Summit
Midstream Partners, LP
(Name of Subject Company and Filing Person (Issuer))
9.50% Series A Fixed-to-Floating Rate Cumulative Redeemable
Perpetual Preferred Units
(Title of Class of Securities)
866142AA0
(CUSIP Number
of Class of Securities)
James D. Johnston
910 Louisiana Street, Suite 4200
Houston, Texas 77002
(832) 413-4770
(Name, address and telephone number of person authorized to receive notices and communications on behalf of filing person)
Copies to:
Joshua
Davidson
Clinton W. Rancher
Baker Botts L.L.P.
910
Louisiana Street
Houston, Texas 77002
(713) 229-1234
CALCULATION OF
FILING FEE
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Transaction Valuation*
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Amount of Filing Fee
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$35,616,800
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$3,885.79
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*
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Estimated solely for the purpose of calculating the registration fee. The transaction valuation upon which the
filing fee was based was calculated as follows: the product of $445.21, average of the bid and asked price of the Partnerships 9.50% Series A Fixed-to-Floating
Rate Cumulative Redeemable Perpetual Preferred Units, (the Series A Preferred Units) as of March 4, 2021, and 80,000, the maximum amount of issued and outstanding Series A Preferred Units offered to be exchanged. The amount of the
filing fee assumes that 80,000 of the outstanding Series A Preferred Units will be exchanged and is calculated pursuant to Rule 0-11(b) of the Securities Exchange Act of 1934, as amended. The registration fee
was paid on March 8, 2021 in connection with the filing by the Partnership of the original Schedule TO-I.
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☑
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Check the box if any part of the fee is offset as provided by Rule
0-11(a)(2) and identify the filing with which the offsetting fee was previously paid. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.
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Amount Previously Paid: $3,885.79
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Filing Party: Summit Midstream Partners, LP
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Form or Registration No.: Schedule TO-I
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Date Filed: March 10, 2021
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☐
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Check the box if the filing relates solely to preliminary communications made before the commencement of a
tender offer.
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Check the appropriate boxes below to designate any transactions to which the statement relates:
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☐
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third-party tender offer subject to Rule 14d-1.
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☒
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issuer tender offer subject to Rule 13e-4.
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going-private transaction subject to Rule 13e-3.
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amendment to Schedule 13D under Rule 13d-2.
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Check the following box if the filing is a final amendment reporting the results of the tender offer: ☐
If applicable, check the appropriate box(es) below to designate the appropriate rule provision(s) relied upon:
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Rule 13e-4(i) (Cross-Border Issuer Tender Offer)
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Rule 14d-1(d) (Cross-Border Third-Party Tender Offer)
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