CRESTWOOD EQUITY PARTNERS LP (NYSE:CEQP) Files An 8-K Entry into a Material Definitive Agreement

CRESTWOOD EQUITY PARTNERS LP (NYSE:CEQP) Files An 8-K Entry into a Material Definitive Agreement

Item1.01

Entry into a Material Definitive Agreement.

Indenture

On March14, 2017, Crestwood Midstream Partners LP (the
Partnership), a wholly owned subsidiary of Crestwood Equity
Partners LP, and Crestwood Midstream Finance Corp. (Finance Corp
and together with the Partnership, the Issuers) issued $500.0
million aggregate principal amount of 5.75% Senior Notes due 2025
(the 2025 Notes), which will mature on April1, 2025, to an
Indenture dated as of March14, 2017, among the Issuers, the
guarantors party thereto (the Guarantors and together with the
Issuers, the Crestwood Entities) and U.S. Bank National
Association, as trustee (the Indenture).

Interest on the 2025 Notes will be payable in cash on April1 and
October1 of each year, beginning on October1, 2017. Interest on
the 2025 Notes will accrue from March14, 2017.

The Partnership used the net proceeds from the notes offering
(the Offering), together with borrowings under its revolving
credit facility, to fund two concurrent cash tender offers (the
Tender Offers) to purchase any and all of its outstanding 6.0%
Senior Notes due 2020 (the 2020 Notes) and 6.125% Senior Notes
due 2022 (the 2022 Notes and together with the 2020 Notes, the
Tender Notes). The Tender Offers were made to an Offer to
Purchase dated March7, 2017.

The description of the Indenture above does not purport to be
complete and is qualified in its entirety by reference to the
complete text of the Indenture, a copy of which is filed as
Exhibit 4.1 to this Current Report on Form 8-K and is
incorporated herein by reference.

Registration Rights Agreement

On March14, 2017, the Crestwood Entities and J.P. Morgan
Securities LLC, as representative of the initial purchasers,
entered into a registration rights agreement with respect to the
2025 Notes (the Registration Rights Agreement). In the
Registration Rights Agreement, the Crestwood Entities have agreed
that they will (i)file a registration statement on an appropriate
registration form with respect to a registered offer to exchange
the 2025 Notes for new notes guaranteed by the guarantors on a
senior unsecured basis, with terms substantially identical in all
material respects to the 2025 Notes, and (ii)use their
commercially reasonable efforts to cause the exchange offer
registration statement to be declared effective under the
Securities Act of 1933, as amended.

The Crestwood Entities have agreed to use their commercially
reasonable efforts to cause the exchange offer to be consummated
or, if required, to have one or more shelf registration
statements declared effective, within 360 days after the issue
date of the 2025 Notes. If the Crestwood Entities fail to satisfy
this obligation (a registration default), the annual interest
rate on the 2025 Notes will increase by 0.25%. The annual
interest rate on the 2025 Notes will increase by an additional
0.25% for each subsequent 90-day period during which the
registration default continues, up to a maximum additional
interest rate of 1.00%per year over the applicable interest rate
listed in the Indenture. If the registration default is
corrected, the applicable interest rate will revert to the
original level.

If the Crestwood Entities must pay additional interest, they will
pay it to the noteholders in cash on the same dates that the
Issuers make other interest payments on the 2025 Notes, until the
registration default is corrected.

The description of the Registration Rights Agreement above does
not purport to be complete and is qualified in its entirety by
reference to the complete text of the Registration Rights
Agreement, a copy of which is filed as Exhibit 4.3 to this
Current Report on Form 8-K and is incorporated herein by
reference.

Item2.03

Creation of a Direct Financial Obligation.

The information set forth in Item1.01 of this report is
incorporated by reference into this Item2.03.

Item8.01

Other Events.

The Partnerships previously announced Tender Offers for any and
all of its Tender Notes expired at 5:00 p.m. New York City time
on March13, 2017. A copy of the Partnerships press release
announcing the expiration and results of the Tender Offers is
attached hereto as Exhibit 99.1 and incorporated into this
Item8.01 in its entirety. Proceeds from the Offering, together
with borrowings under the Partnerships revolving credit facility,
were used to settle the Tender Offers on March14, 2017.

In connection with the settlement of the Tender Offers, the
Partnership has determined to redeem all of its Tender Notes that
remain outstanding after the expiration of the Tender Offers. The
2020 Notes will be redeemed on April13, 2017 at a redemption
price equal to 103.000% of the principal amount thereof, plus
accrued and unpaid interest to the redemption date. The 2022
Notes will be redeemed on March29, 2017 at a redemption price
equal to 104.594% of the principal amount thereof, plus accrued
and unpaid interest to the redemption date.

Item9.01

Financial Statements and Exhibits

(d)

Exhibits.

About CRESTWOOD EQUITY PARTNERS LP (NYSE:CEQP)
Crestwood Equity Partners LP is a holding and master limited partnership (MLP) company. The Company develops, acquires, owns or controls, and operates assets and operations within the energy midstream sector. Its segments include gathering and processing (G&P), which includes its natural gas, crude oil and produced water G&P operations; storage and transportation, which includes its natural gas and crude oil storage and transportation operations, and marketing, supply and logistics, which includes its natural gas liquid (NGL) supply and logistics business, crude oil storage and rail loading facilities and fleet, and salt production business. It provides infrastructure solutions to service natural gas and crude oil shale plays across the United States. It owns and operates a portfolio of crude oil and natural gas gathering, processing, storage and transportation assets. The Company’s operating assets are owned by or through its subsidiary, Crestwood Midstream Partners LP. CRESTWOOD EQUITY PARTNERS LP (NYSE:CEQP) Recent Trading Information
CRESTWOOD EQUITY PARTNERS LP (NYSE:CEQP) closed its last trading session up +0.30 at 25.40 with 187,036 shares trading hands.