AMERICAN MIDSTREAM PARTNERS, LP (NYSE:AMID) Files An 8-K Entry into a Material Definitive AgreementItem 1.01 Entry into a Material Definitive Agreement
On June29, 2018, American Midstream Partners, L.P., a Delaware limited partnership (the “Partnership”) entered into that certain First Amendment to Second Amended and Restated Credit Agreement (the “Amendment”) with American Midstream, LLC, a Delaware limited liability company (the “AMID Borrower”), Blackwater Investments, Inc., a Delaware corporation (together with the AMID Borrower, the “Borrowers”), the other Loan Parties party thereto, the Lenders party thereto and Bank of America, N.A., as Administrative Agent, to that Second Amended and Restated Credit Agreement, dated as of March8, 2017 (as amended, supplemented or otherwise modified from time to time prior to the date of the Amendment, the “Original Credit Agreement”), among the Borrowers, the Partnership, the Lenders party thereto, and the Administrative Agent.
The Amendment amends the Original Credit Agreement to, among other things:
| • | add a new pricing tier when Consolidated Total Leverage Ratio equals or exceeds 5.0:1.0 of LIBOR + 3.50%; |
| • | amend the financial covenant under Section7.19(a) of the Original Credit Agreement by modifying the required minimum Consolidated Interest Coverage Ratio as follows: for the fiscal quarter ending June30, 2018, to be not less than 2.50:1.00; for the fiscal quarter ending September30, 2018, to be not less than 2.00:1.00; for the fiscal quarter ending December31, 2018, to be not less than 1.75:1.00; for the fiscal quarter ending March31, 2019, to be not less than 1.75:1.00; and for the fiscal quarter ending June30, 2019 and thereafter, to be not less than 2.00:1.00; |
| • | amend the financial covenant under Section7.19(b) of the Original Credit Agreement by modifying the required maximum Consolidated Total Leverage Ratio as follows: for the fiscal quarter ending June30, 2018, to be not greater than 6.15:1.00; for the fiscal quarter ending September30, 2018, to be not greater than 6.25:1.00; for the fiscal quarter ending December31, 2018, to be not greater than 5.50:1.00; and for the fiscal quarter ending March31, 2019 and thereafter, to be not greater than 5.00:1.00 (or 5.50:1.00 during a Specified Acquisition Period); |
| • | amend the financial covenant under Section7.19(c) of the Original Credit Agreement by modifying the required maximum Consolidated Secured Leverage Ratio as follows: for the fiscal quarter ending June30, 2018, to be not greater than 4.00:1.00; for the fiscal quarter ending September30, 2018, to be not greater than 3.75:1.00; for the fiscal quarter ending December31, 2018 and thereafter, to be not greater than 3.50:1.00; and |
| • | establish a reduction in borrowing capacity for certain dispositions, including a reduction of $200million upon the consummation of the previously announced sale of the Partnership’s marine products terminals, a reduction equal to 50% of the net cash proceeds received in the previously announced sale of the Partnership’s refined products terminals and a reduction equal to 25% of the net cash proceeds for any other material disposition. |
The foregoing description of the Amendment does not purport to be complete and is qualified in its entirety by reference to the Amendment, which will be filed with the Partnership’s Quarterly Report on Form 10-Q for the quarter ending June30, 2018. Any capitalized terms used but not defined herein have the meanings ascribed thereto in the Amendment or the Original Credit Agreement, as the context may require.
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About AMERICAN MIDSTREAM PARTNERS, LP (NYSE:AMID)
American Midstream Partners, LP owns, operates, develops and acquires a portfolio of midstream energy assets. The Company is engaged in the business of gathering, treating, processing and transporting natural gas; gathering, transporting, storing, treating and fractionating natural gas liquids (NGLs); gathering, storing and transporting crude oil and condensates, and storing specialty chemical products. It operates through three segments: Gathering and Processing, Transmission and Terminals. The Gathering and Processing Segment consists of midstream natural gas systems that provide services, such as gathering, compression, treating, processing, fractionating, transportation, and sale of natural gas, NGLs and condensate. Its Transmission Segment consists of interstate and intrastate pipelines that transport natural gas from interconnection points on other pipelines or production points to customers. Its Terminals segment provides above-ground storage services at its marine terminals.
