HOUSTON, Dec. 14, 2021 /PRNewswire/ -- Summit
Midstream Partners, LP (NYSE: SMLP) (the "Partnership") announced
today that it has commenced an offer to exchange (the "Exchange
Offer") any and all of its 9.50% Series A Fixed-to-Floating Rate
Cumulative Redeemable Perpetual Preferred Units (Liquidation
Preference $1,000) (the "Series A
Preferred Units") tendered in the Exchange Offer for newly issued
common units representing limited partner interests in the
Partnership (the "Common Units"). For each Series A Preferred Unit
that is accepted in the Exchange Offer, the holder will receive 38
Common Units.
The Exchange Offer is scheduled to expire at 11:59 p.m., New York
City time, on January 12,
2022, unless extended (the "Expiration Date").
The Partnership will issue Common Units in exchange for each
Series A Preferred Unit that is accepted for exchange promptly
after the Expiration Date.
Pursuant to a tender and support agreement, several holders of
the Series A Preferred Units have agreed to tender in the aggregate
46,178 Series A Preferred Units (representing 32.19% of the
outstanding Series A Preferred Units) in the Exchange Offer.
Holders that tender Series A Preferred Units that are accepted
for exchange will forfeit any claim to all accumulated and unpaid
distributions on their Series A Preferred Units, regardless of when
accumulated, whether before or after the date hereof and including
any distributions that may accumulate through the settlement date
for the Exchange Offer.
D.F. King & Co., Inc. is acting as the Information Agent and
American Stock Transfer & Trust Company, LLC is acting as the
Depositary for the Exchange Offer.
The complete terms and conditions of the Exchange Offer are set
forth in the Offer to Exchange and related Letter of Transmittal
that are filed with the U.S. Securities and Exchange Commission
(the "SEC") under cover of Schedule TO and are being sent to
holders of the existing Series A Preferred Units. 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
866-811-1442 (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. 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
provides natural gas 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
2020 Annual Report on Form 10-K filed with the Securities and
Exchange Commission ("SEC") on March 4, 2021 and in its
Quarterly Report on Form 10-Q for the three months ended
March 31, 2021 filed with the SEC on
May 7, 2021, its Quarterly Report on
Form 10-Q for the three months ended June
30, 2021 filed with the SEC on August
9, 2021 and its Quarterly Report on Form 10-Q for the three
months ended September 30, 2021 filed
with the SEC on November 5, 2021,
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.
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SOURCE Summit Midstream Partners, LP