Summit Midstream Corporation Announces Proposed Offering of $250 Million of Additional 8.625% Senior Secured Second Lien Notes Due 2029
Summit Midstream Corporation Announces Proposed Offering of $250 Million of Additional 8.625% Senior Secured Second Lien Notes Due 2029
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.
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 $25000萬 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 $57500萬 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 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.
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.
本新聞稿不構成出售或徵求購買任何安防的要約,也不應在任何法律上在相關證券法註冊或合格之前進行額外票據及相關擔保或公司其他安防的銷售。在任何此類提供、徵求或銷售違法的司法管轄區內,均不應進行任何額外票據的銷售。額外票據的任何提供僅通過私募備忘錄方式進行。
About Summit Midstream Corporation
關於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.
SMC是一家以價值爲驅動的公司,專注於開發、擁有和運營中遊能源製造行業資產,這些資產戰略性地位於美國大陸非常規資源盆地的核心生產區域,主要是頁岩地層。SMC提供天然氣、WTI原油和產生水的收集、加工和交通服務,主要根據與客戶和交易對手在五個非常規資源盆地簽訂的長期收費協議:(i) 威利斯頓盆地,包括北達科他州的巴肯和三叉戟頁岩地層;(ii) 丹佛-朱爾斯堡盆地,包括科羅拉多州和懷俄明州的尼奧布拉拉和科德爾頁岩地層;(iii) 福特沃斯盆地,包括德克薩斯州的巴尼特頁岩地層;(iv) 阿克莫盆地,包括俄克拉荷馬州的伍德福德和卡尼頁岩地層;(v) 皮肯斯盆地,包括科羅拉多州的梅薩維爾德層以及曼科斯和尼奧布拉拉頁岩地層。SMC在Double E Pipeline, LLC擁有權益法投資,提供從德拉瓦盆地多個接收點到德克薩斯州瓦哈樞紐及周邊交付點的跨州天然氣交通服務。SMC總部位於德克薩斯州休斯頓。
Forward-Looking Statements
前瞻性聲明
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.
本新聞稿包括某些關於未來期望的陳述,這些陳述在聯邦證券法的意義上是前瞻性的。前瞻性陳述包括但不限於可能預測、指示或暗示未來結果、事件、表現或成就的任何陳述,並可能包含「期望」、「打算」、「計劃」、「預期」、「估計」、「相信」、「將會」、「將繼續」、「可能導致」等類似表達,或未來的條件動詞,如「可能」、「將」、「應該」、「會」和「可以」,包括但不限於關於發行方計劃發行額外票據、此類票據淨收益的預期用途及其他與此相關的發行和額外票據方面的陳述。此外,涉及未來財務表現(包括未來收益、盈利或增長率)、持續業務戰略及SMC或其子公司可能採取的措施的任何陳述也屬於前瞻性陳述。前瞻性陳述還包含已知和未知的風險和不確定性(其中許多風險難以預測並超出管理層的控制),這些因素可能導致SMC在未來期間的實際結果與預期或預測結果產生重大差異。SMC面臨的具體重大風險和不確定性的詳盡列表包含在其截至2024年9月30日的季度報告Form 10-Q中,該公司於2024年11月12日向證券交易委員會提交,並不時修改和更新。本新聞稿中的任何前瞻性陳述均在本新聞稿日期作出,SMC沒有義務更新或修訂任何前瞻性陳述,以反映新信息或事件。
SOURCE Summit Midstream Corporation
來源 Summit Midstream Corporation