HOUSTON, Oct. 8, 2020 /PRNewswire/ -- Summit Midstream
Partners, LP (NYSE: SMLP) announced today that its wholly owned,
indirect subsidiary, Summit Midstream Partners Holdings, LLC ("SMP
Holdings"), has secured formal consents from lenders collectively
holding more than 73% of the $155.2
million outstanding Term Loan under its Term Loan Agreement,
dated as of March 21, 2017 (the "Term
Loan"), in support of the previously announced consensual Term Loan
restructuring transaction (the "TL Restructuring"). The
consenting lenders now exceed the minimum threshold to proceed with
the remaining conditions to close the TL Restructuring. SMLP
will continue to engage with additional Term Loan lenders who have
not yet formally consented to the TL Restructuring over the next
week and has initiated the necessary actions to ensure that the
SMLP common units provided as partial consideration for the TL
Restructuring are freely tradable upon closing.
As previously announced, the total consideration provided to
consenting Term Loan lenders, in return for a full retirement of
the $155.2 million Term Loan, will
consist of $26.5 million of cash and
34.6 million SMLP common units that are currently owned by SMP
Holdings. The consideration will be allocated among Term Loan
lenders as provided in the Transaction Support Agreement and as
previously disclosed. In connection with the closing of the
TL Restructuring, which is still anticipated in the fourth quarter
of 2020, Term Loan lenders will waive their rights to any and all
claims against SMP Holdings and its affiliates, including a release
of the non-economic GP Interest in SMLP from its collateral
package.
In addition, SMLP announced that subsequent to September 30, 2020, it has entered into a
privately negotiated repurchase agreement with a single holder of
its 5.75% senior notes due 2025 to repurchase $95.6 million of face value of senior notes at a
discount of 32% to par, resulting in the retirement of an
additional $30.8 million of
outstanding indebtedness. Since late May 2020, including this privately negotiated
repurchase of 5.75% senior notes due 2025, which is scheduled to
close on Friday, October 9, 2020,
SMLP will have reduced the face value of its senior unsecured debt
obligations by approximately $306.5
million, or approximately 38% of the original $800.0 million aggregate par value. As a
result of these initiatives, SMLP has accelerated deleveraging and
reduced net debt by approximately $113.0
million, or a 0.39x reduction to SMLP's total leverage ratio
based on the terms of SMLP's revolving credit facility and second
quarter 2020 LTM EBITDA.
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. Forward-looking
statements include, without limitation, any statement that may
project, indicate or imply future results, events, performance or
achievements, such as the completion of the proposed TL
Restructuring and the full settlement and termination of the Term
Loan, 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 2019 Annual Report on Form 10-K filed with
the Securities and Exchange Commission on March 9,
2020, Quarterly Report on Form 10-Q for the three months ended
March 31, 2020 filed with the
Securities Exchange Commission on May 8,
2020, and Quarterly Report on Form 10-Q for the three months
ended June 30, 2020 filed with the
Securities Exchange Commission on August 10,
2020, each 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.
SMLP is actively engaging in various liability management
transactions, including the TL Restructuring discussed above and
the recently consummated cash tender offers for its outstanding
senior notes. SMLP intends to continue to evaluate other liability
management initiatives, as well as potential asset sales or other
divestitures of assets. There is no assurance that any of these
asset sales or other divestitures will be completed. Other
liability management initiatives may involve amendments to SMLP's
revolving credit facility and/or additional repurchases of senior
notes through open market purchases, privately negotiated
transactions, redemptions, additional tender offers, exchange
offers or otherwise.
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SOURCE Summit Midstream Partners, LP