NOBLE MIDSTREAM PARTNERS LP (NYSE:NBLX) Files An 8-K Entry into a Material Definitive AgreementItem 1.01
Amendment and Restatement of Credit Agreement
On March9, 2018, Noble Midstream Services, LLC, as the Borrower, Noble Midstream Partners LP (the “Partnership”), as the parent, the guarantors party thereto, the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent, entered into the Amendment and Restatement Agreement (the “Amendment and Restatement”). The Amendment and Restatement amends the Credit Agreement, dated September20, 2016, by and among the Partnership, as the parent, Noble Midstream Services, LLC, as the Borrower, the subsidiaries of the Borrower identified therein, JPMorgan Chase Bank, N.A., and the other lenders party thereto (as previously amended, and as amended and restated by the Amendment and Restatement, the “Credit Agreement”).
The Amendment and Restatement, among other things, modifies the terms of theCreditAgreement to (i)extend the maturity date by one and a half years to March 2023, (ii) increase the aggregate amount of the commitments to $800million and (iii)otherwise amend and restate the Credit Agreement to incorporate the terms of the Amendment and Restatement and prior amendments to the Credit Agreement.
The lenders party to theCreditAgreement and their respective affiliates have from time to time performed, and may in the future perform, various financial advisory, commercial banking and investment banking services for the Partnership and its affiliates in the ordinary course of business for which they have received and would receive customary compensation. In addition, in the ordinary course of their various business activities, such parties and their respective affiliates may make or hold a broad array of investments and actively trade debt and equity securities (or related derivative securities) and financial instruments (including bank loans) for their own account and for the accounts of their customers, and such investments and securities activities may involve the Partnership’s securities and/or instruments.
The foregoing description of the Amendment and Restatement is qualified in its entirety by reference to the Amendment and Restatement, a copy of which is attached as Exhibit 10.1 and is incorporated herein by reference.
| Item 1.01 | Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of the Registrant. |
The description of the Amendment and Restatement provided above under Item 1.01 is incorporated into this Item 1.01 by reference. A copy of the Amendment and Restatement is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated into this Item 1.01 by reference.
| Item 1.01 | Regulation FD Disclosure. |
On March12, 2018, the Partnership issued a news release announcing the closing of the Amendment and Restatement. A copy of the news release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
The information in this Item 1.01 (including the exhibits) shall not be deemed to be “filed” for purposes of Section18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and is not incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act.
| Item 1.01 | Financial Statements and Exhibits. |
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Exhibit Number |
Description |
| 10.1 | Amendment and Restatement Agreement, dated as of March 9, 2018, among Noble Midstream Services LLC, Noble Midstream Partners LP, the Guarantors party thereto, the Lenders Party thereto and JPMorgan Chase Bank, N.A., as administrative agent. |
| 99.1 | News Release, dated March12, 2018, titled “Noble Midstream Partners Extends and Upsizes Revolving Credit Facility.” |
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Noble Midstream Partners LP ExhibitEX-10.1 2 d549768dex101.htm EX-10.1 EX-10.1 Exhibit 10.1 EXECUTION VERSION AMENDMENT AND RESTATEMENT AGREEMENT,…To view the full exhibit click here
About NOBLE MIDSTREAM PARTNERS LP (NYSE:NBLX)
Noble Midstream Partners LP is formed to own, operate, develop and acquire a range of domestic midstream infrastructure assets. The Company focuses in the area of DJ Basin in Colorado and in the Delaware Basin within the Permian Basin in Texas. The Company’s segments include Gathering Systems; Fresh Water Delivery, and investments in white cliffs and other. The Company’s gathering systems segment includes crude oil, natural gas and produced water gathering, as well as crude oil treating. The Company provides crude oil, natural gas, and water-related midstream services for Noble Energy, Inc. through long-term, fixed-fee contracts. Through its ownership interests in the development companies, the Company operates and owns interests in various assets, which include crude oil and natural gas gathering systems; crude oil treating facilities; produced water collection, gathering, and cleaning systems, and fresh water storage and delivery. Its operations are located in the United States.
