HOUSTON, July 13, 2020 /PRNewswire/ -- Summit
Midstream Partners, LP (NYSE: SMLP) (the "Partnership") announced
today that it has continued to pursue liability management
transactions, including repurchasing certain of its unsecured debt
in the open market to manage its debt maturity profile. As of
July 13, 2020, SMLP had repurchased
approximately $28 million face value
of Summit Midstream Holdings, LLC's ("Summit Holdings") and Summit
Midstream Finance Corp.'s ("Finance Corp.") 5.5% senior unsecured
notes due August 2022 at a weighted
average 36% discount for approximately $18
million in cash, representing approximately 9% of the total
amount outstanding, and approximately $106
million face value of Summit Holdings' and Finance Corp.'s
5.75% senior unsecured notes due April
2025 (collectively, the "Senior Notes") at a weighted
average 43% discount for approximately $60
million in cash, representing approximately 21% of the total
amount outstanding. In the aggregate, SMLP has now
repurchased approximately $134
million of face value of the Senior Notes at a weighted
average discount of 42% for approximately $78 million in cash. The Partnership
continues to focus on strategic initiatives to enhance its
financial flexibility and strengthen its balance sheet, including
further reductions in operating costs and capital expenditures,
additional liability management transactions and potential asset
divestitures and joint ventures of certain of its Legacy and Core
Focus Areas.
The Partnership also announced today that it has further amended
its offer to exchange (the "Exchange Offer") any and all of its
9.50% Series A Fixed-to-Floating Rate Cumulative Redeemable
Perpetual Preferred Units (the "Series A Preferred Units") for
newly issued common units representing limited partner interests in
the Partnership (the "Common Units"). The Partnership
previously disclosed that, in order to avoid withholding taxes on
the Exchange Offer, investors in the Series A Preferred Units may
have to provide an IRS Form W-9 and/or certain other tax
forms. The Partnership has decided to withhold 15 percent of
the Exchange Consideration, or 30 Common Units out of every 200
Common Units otherwise issuable for each Series A Preferred Unit
properly tendered and accepted, unless an IRS Form W-9 or other
sufficient documentation is timely submitted by beneficial owners
to the Partnership to avoid withholding requirements. In
light of this amendment, the Partnership is also extending the
expiration date of the Exchange Offer by five business days, which
means that the Exchange Offer is now scheduled to expire at
5:00 p.m., New York City time, on July 24, 2020, unless further 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 2019 Annual Report on Form 10-K filed with
the Securities and Exchange Commission on March 9,
2020 and Quarterly Report on Form 10-Q for the three months ended
March 31, 2020 filed with the
Securities Exchange Commission on May 8,
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.
View original content to download
multimedia:http://www.prnewswire.com/news-releases/summit-midstream-partners-lp-provides-update-on-debt-repurchases-and-announces-amendment-to-series-a-preferred-unit-exchange-offer-301092541.html
SOURCE Summit Midstream Partners, LP