Crestwood Equity extends solicitation to amend 9¼% preferred units

By Mary-Katherine Stinson

Lexington, Ky., Oct. 18 – Crestwood Equity Partners LP announced the extension of its consent solicitation for holders of its outstanding 9¼% perpetual preferred units (Cusip: 226344307), according to a news release.

The expiration deadline has been extended to 5 p.m. ET on Oct. 20.

As of the original expiration date of 5 p.m. ET on Oct. 17, holders of 62.52% of the issued and outstanding units had validly delivered and not revoked consents to the proposed amendment.

The proposed amendment will be approved if holders of at least two-thirds of the issued and outstanding preferred units deliver consents and the conditions to the merger are satisfied or waived.

As previously reported, the consent solicitation is being conducted in connection with Crestwood’s merger with Energy Transfer LP.

Crestwood is seeking to amend some provisions of its sixth amended and restated agreement of limited partnership dated Aug. 20, 2021 to increase the cash redemption price for the preferred units in connection with a cash redemption election in the merger with Energy Transfer to $9.857484 per unit from $9.218573 per unit and conform some terms of the preferred units with Energy Transfer’s other outstanding series of preferred units in order to simplify its capital structure following the merger.

If the required consents are obtained and the conditions to the closing of the merger are satisfied or waived, the proposed amendment would, among other things, permit Crestwood to increase the redemption price payable to holders of preferred units that make a cash redemption election in connection with the merger; eliminate the application of a deficiency rate with respect to distributions payable to the holders of preferred units during any quarter in which distributions are accrued and unpaid; modify the right of holders of preferred units to participate in special distributions made to holders of Crestwood common units; and conform the voting rights of the holders of preferred units to the voting rights of holders of Energy Transfer’s other outstanding series of preferred units.

Consents may be revoked at any time prior to the expiration date.

Crestwood is offering a consent fee of $0.182546 for each preferred unit, payable in cash.

Crestwood will pay registered brokers and dealers in the United States that deliver consents from Depository Trust Co. participants and persons residing in the United States a retail soliciting fee of $0.0456365 per preferred unit. The retail soliciting fee will only be paid to each retail soliciting dealer in respect of beneficial owners who deliver consents for preferred units in an aggregate amount of 25,000 units or fewer.

Crestwood will announce the results of the consent solicitation as promptly as possible following the expiration date. The announcement is expected to be at least 10 days before the deadline to make a merger consideration election for the preferred units in the merger, assuming the expiration date of the consent solicitation is not extended.

BofA Securities (888 292-0070 or 980 387-3907; debt_advisory@bofa.com) is the solicitation agent, and D.F. King & Co., Inc. (212 269-5550 for banks and brokers or 800 290-6424 for all others; ceqp@dfking.com) is the information and tabulation agent.

Crestwood is a Houston-based master limited partnership that owns and operates midstream businesses in multiple shale resource plays across the United States.

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