HOUSTON, Jan. 7, 2025
/PRNewswire/ -- Summit Midstream Corporation (NYSE: SMC)
("SMC" or the "Company") announced today that Summit Midstream
Holdings, LLC (the "Issuer"), which is a subsidiary of the Company,
has commenced an offering (the "Offering") of $250.0 million in aggregate principal amount of
additional 8.625% Senior Secured Second Lien Notes due 2029 (the
"Additional Notes"). The Additional Notes will be issued under the
same indenture as the Issuer's $575.0
million in aggregate principal amount of 8.625% Senior
Secured Second Lien Notes due 2029 (the "Existing Notes"), will
have substantially identical terms as the Existing Notes, other
than the issue date and issue price, and will form a single series
and vote together with the Existing Notes. The Company intends to
use the net proceeds from the Offering to (i) repay a portion of
the outstanding borrowings under the Company's asset-based lending
credit facility (the "ABL Facility") and (ii) for general corporate
purposes, including to pay fees and expenses associated with the
Offering.
The Additional Notes will be guaranteed on a senior
second-priority basis by the Company and certain of the Company's
existing and future subsidiaries and will initially be secured on a
second-priority basis by the same collateral that is pledged for
the benefit of the Company's lenders under the ABL Facility.
The Additional Notes and the related guarantees are being
offered only to persons reasonably believed to be qualified
institutional buyers pursuant to Rule 144A under the Securities Act
of 1933, as amended (the "Securities Act"), and to non-U.S. persons
outside the United States only in
compliance with Regulation S under the Securities Act. The offer
and sale of the Additional Notes and the related guarantees have
not been registered under the Securities Act or any state
securities laws and may not be offered or sold in the United States absent registration or an
applicable exemption from, or in a transaction not subject to, the
registration requirements of the Securities Act and applicable
state securities laws.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy any security, nor shall there be
any sale of the Additional Notes and the related guarantees or any
other security of the Company, in any jurisdiction in which such
offer, solicitation or sale would be unlawful prior to the
registration or qualification under the securities laws of any such
jurisdiction. Any offers of the Additional Notes will be made only
by means of a private offering memorandum.
About Summit Midstream Corporation
SMC is a value-driven corporation focused on developing, owning
and operating midstream energy infrastructure assets that are
strategically located in the core producing areas of unconventional
resource basins, primarily shale formations, in the continental
United States. SMC provides
natural gas, crude oil and produced water gathering, processing and
transportation services pursuant to primarily long-term, fee-based
agreements with customers and counterparties in five unconventional
resource basins: (i) the Williston
Basin, which includes the Bakken and Three Forks shale formations
in North Dakota; (ii) the
Denver-Julesburg Basin, which includes the Niobrara and Codell shale formations in
Colorado and Wyoming; (iii) the Fort Worth Basin, which includes the Barnett
Shale formation in Texas; (iv) the
Arkoma Basin, which includes the
Woodford and Caney shale formations in Oklahoma; and (v) the Piceance Basin, which
includes the Mesaverde formation as well as the Mancos and Niobrara shale formations in Colorado. SMC has an equity method investment
in Double E Pipeline, LLC, which provides interstate natural gas
transportation service from multiple receipt points in the
Delaware Basin to various delivery
points in and around the Waha Hub in Texas. SMC 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 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," including, but not limited to, statements regarding the
Issuer's plans to issue the Additional Notes, the intended use of
the net proceeds therefrom and other aspects of the Offering and
the Additional Notes. In addition, any statement concerning future
financial performance (including future revenues, earnings or
growth rates), ongoing business strategies and possible actions
taken by SMC or its subsidiaries are also forward-looking
statements. 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 SMC's
actual results in future periods to differ materially from
anticipated or projected results. An extensive list of specific
material risks and uncertainties affecting SMC is contained in its
Quarterly Report on Form 10-Q for the quarterly period ended
September 30, 2024, which the Company
filed with the Securities and Exchange Commission on November 12, 2024, 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 SMC undertakes no
obligation to update or revise any forward-looking statements to
reflect new information or events.
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SOURCE Summit Midstream Corporation
