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CUSIP No. 866142102
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13D
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Page 5 of 10 pages
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Preliminary Note
This Amendment No. 9 to Schedule 13D (this Amendment No. 9) amends and supplements the Schedule 13D originally
filed with the United States Securities and Exchange Commission (the Commission) by the Reporting Persons on February 1, 2016, as amended and restated by Amendment No. 8 to Schedule 13D filed with the Commission on
April 4, 2019 (the Schedule 13D) relating to the Common Units of Summit Midstream Partners, LP (the Issuer). Capitalized terms contained herein but not otherwise defined shall have the meanings ascribed to such
terms in the Schedule 13D.
Item 3.
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Source and Amount of Funds or Other Consideration.
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Item 3 of the Schedule 13D is hereby amended and supplemented as follows:.
On November 7, 2019, the Issuer and SMPH entered into a second amendment (the Second Amendment) to that certain Contribution
Agreement between SMPH and the Issuer dated February 25, 2016, as amended, pursuant to which the Issuer, on November 15, 2019, made a cash payment of $51.75 million and issued 10,714,285 Common Units to SMPH (the November 2019
Prepayment). In addition, the parties agreed to further reduce by $19.25 million the remaining portion of the consideration due to SMPH under the Contribution Agreement. Following the Second Amendment and the November 2019 Prepayment, the
remaining portion of the consideration due to SMP Holdings is $180.75 million (the Remaining Consideration). The parties also agreed to extend the final date by which the Issuer is obligated to deliver the Remaining Consideration to
January 15, 2022. The Remaining Consideration remains payable to SMPH in (i) cash, (ii) Common Units or (iii) a combination of cash and the Common Units, and interest continues to accrue (and is payable quarterly in cash) at a rate of
8% per annum on any portion of the Remaining Consideration that remains unpaid after March 31, 2020. The form(s) of Remaining Consideration to be delivered by the Issuer to SMPH continue to be determinable by the Issuer in its sole discretion.
The terms of the Second Amendment were approved by the conflicts committee of the board of directors of the general partner of the Issuer, which consists entirely of independent directors.
Item 5.
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Interest in Securities of the Issuer.
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Item 5 of this Schedule 13D is hereby amended and restated in its entirety as follows:
(a) (b)
The following sets forth, as of
the date of this Schedule 13D, the aggregate number of Common Units and percentage of Common Units beneficially owned by each of the Reporting Persons, as well as the number of Common Units as to which each Reporting Person has the sole power
to vote or to direct the vote, shared power to vote or to direct the vote, sole power to dispose or to direct the disposition, or shared power to dispose or to direct the disposition of, as of the date hereof, based on 93,493,473 Common Units
outstanding at January 31, 2020 and gives effect to the Second Amendment issuance of 10,714,285 Common Units, as described above.