ONEOK Inc. Enters Material Definitive Agreement

TL;DR

ONEOK just signed a big deal, creating new financial obligations.

AI Summary

On September 24, 2024, ONEOK, Inc. entered into a material definitive agreement related to financial obligations. The filing indicates the creation of a direct financial obligation or an obligation under an off-balance sheet arrangement for the registrant. Specific details regarding the agreement, parties involved, and the exact nature of the financial obligation are not provided in this summary section of the filing.

Why It Matters

This filing signals a significant financial commitment or obligation for ONEOK, Inc., which could impact its financial structure and future operations.

Risk Assessment

Risk Level: medium — Entering into new material definitive agreements and financial obligations inherently carries risks related to terms, execution, and market impact.

Key Players & Entities

• ONEOK, Inc. (company) — Registrant

FAQ

Key Financial Figures

• $0.01 — registered Common stock, par value of $0.01 OKE New York Stock Exchange Indic
• $1.25 billion — ten public offering (the "Offering") of $1.25 billion aggregate principal amount of its 4.250
• $600 million — 250% notes due 2027 (the "2027 Notes"), $600 million aggregate principal amount of its 4.400
• $1.60 billion — 750% notes due 2031 (the "2031 Notes"), $1.60 billion aggregate principal amount of its 5.050
• $1.50 billion — 050% notes due 2034 (the "2034 Notes"), $1.50 billion aggregate principal amount of its 5.700
• $800 million — notes due 2054 (the "2054 Notes"), and $800 million aggregate principal amount of its 5.850
• $6.9 b — eeds from the Offering of approximately $6.9 billion, after deducting underwriting dis
• $6.0 billion — issuance of the Notes, ONEOK terminated $6.0 billion in commitments under the previously dis
• $6.0 billion — loan facility in an aggregate amount of $6.0 billion available in two draws (the "Commitment

Filing Documents

• ea0215433-8k_oneok.htm (8-K) — 43KB
• ea021543301ex4-2_oneok.htm (EX-4.2) — 126KB
• ea021543301ex4-3_oneok.htm (EX-4.3) — 128KB
• ea021543301ex4-4_oneok.htm (EX-4.4) — 128KB
• ea021543301ex4-5_oneok.htm (EX-4.5) — 118KB
• ea021543301ex4-6_oneok.htm (EX-4.6) — 117KB
• ea021543301ex4-7_oneok.htm (EX-4.7) — 118KB
• ea021543301ex5-1_oneok.htm (EX-5.1) — 23KB
• ea021543301ex5-2_oneok.htm (EX-5.2) — 18KB
• image_001.jpg (GRAPHIC) — 5KB
• ex5-1_001.jpg (GRAPHIC) — 103KB
• ex5-2_001.jpg (GRAPHIC) — 5KB
• ex5-2_002.jpg (GRAPHIC) — 1KB
• 0001213900-24-081426.txt ( ) — 1318KB
• oke-20240924.xsd (EX-101.SCH) — 3KB
• oke-20240924_lab.xml (EX-101.LAB) — 33KB
• oke-20240924_pre.xml (EX-101.PRE) — 22KB
• ea0215433-8k_oneok_htm.xml (XML) — 3KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. Issuance of Notes On September 24, 2024, ONEOK, Inc. ("ONEOK") completed its previously announced underwritten public offering (the "Offering") of $1.25 billion aggregate principal amount of its 4.250% notes due 2027 (the "2027 Notes"), $600 million aggregate principal amount of its 4.400% notes due 2029 (the "2029 Notes"), $1.25 billion aggregate principal amount of its 4.750% notes due 2031 (the "2031 Notes"), $1.60 billion aggregate principal amount of its 5.050% notes due 2034 (the "2034 Notes"), $1.50 billion aggregate principal amount of its 5.700% notes due 2054 (the "2054 Notes"), and $800 million aggregate principal amount of its 5.850% notes due 2064 (the "2064 Notes" and, together with the 2027 Notes, the 2029 Notes, the 2031 Notes, the 2034 Notes and the 2054 Notes, the "Notes"). The Notes are guaranteed by ONEOK Partners, L.P. ("ONEOK Partners"), ONEOK Partners Intermediate Limited Partnership ("ONEOK Partners Intermediate") and Magellan Midstream Partners, L.P. (together with ONEOK Partners and ONEOK Partners Intermediate, the "Guarantors") . ONEOK intends to use the net proceeds from the Offering of approximately $6.9 billion, after deducting underwriting discounts and estimated offering expenses, to fund the purchase prices for its previously announced transactions with affiliates of Global Infrastructure Partners ("GIP") to acquire GIP's entire interests in EnLink Midstream, LLC ("EnLink" and, such transaction, the "EnLink Transaction") and Medallion Midstream, LLC (such transaction, together with the EnLink Transaction, the "Transactions") and to pay related fees and expenses. ONEOK intends to use any remaining net proceeds for general corporate purposes, which may include the repayment of outstanding indebtedness, including the repurchase or redemption of existing notes. In connection with the issuance of the Notes, ONEOK terminated $6.0 billion in commitments under the previously disclo

03 Creation of a Direct Financial Obligation or an Obligation

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information included under "Supplemental Indentures and Notes" in Item 1.01 above is incorporated herein by reference. 2

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits Exhibit Number Description 4.1 Indenture, dated January 26, 2012, among ONEOK, Inc. and U.S. Bank National Association, as trustee (incorporated by reference to Exhibit 4.1 to ONEOK, Inc.'s Current Report on Form 8-K filed January 26, 2012 (File No. 1-13643)). 4.2 Twenty-Sixth Supplemental Indenture, dated as of September 24, 2024, among ONEOK, Inc., ONEOK Partners, L.P., ONEOK Partners Intermediate Limited Partnership, Magellan Midstream Partners, L.P. and U.S. Bank National Association, as trustee, with respect to 4.250% Notes due 2027. 4.3 Twenty-Seventh Supplemental Indenture, dated as of September 24, 2024, among ONEOK, Inc., ONEOK Partners, L.P., ONEOK Partners Intermediate Limited Partnership, Magellan Midstream Partners, L.P. and U.S. Bank National Association, as trustee, with respect to 4.400% Notes due 2029. 4.4 Twenty-Eighth Supplemental Indenture, dated as of September 24, 2024, among ONEOK, Inc., ONEOK Partners, L.P., ONEOK Partners Intermediate Limited Partnership, Magellan Midstream Partners, L.P. and U.S. Bank National Association, as trustee, with respect to 4.750% Notes due 2031. 4.5 Twenty-Ninth Supplemental Indenture, dated as of September 24, 2024, among ONEOK, Inc., ONEOK Partners, L.P., ONEOK Partners Intermediate Limited Partnership, Magellan Midstream Partners, L.P. and U.S. Bank National Association, as trustee, with respect to 5.050% Notes due 2034. 4.6 Thirtieth Supplemental Indenture, dated as of September 24, 2024, among ONEOK, Inc., ONEOK Partners, L.P., ONEOK Partners Intermediate Limited Partnership, Magellan Midstream Partners, L.P. and U.S. Bank National Association, as trustee, with respect to 5.700% Notes due 2054. 4.7 Thirty-First Supplemental Indenture, dated as of September 24, 2024, among ONEOK, Inc., ONEOK Partners, L.P., ONEOK Partners Intermediate Limited Partnership, Magellan Midstream Partners, L.P. and U.S. Bank National Association, as trust

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. ONEOK, INC. Date: September 24, 2024 By: /s/ Walter S. Hulse III Name: Walter S. Hulse III Title: Chief Financial Officer, Treasurer and Executive Vice President, Investor Relations and Corporate Development 4

View Full Filing

View this 8-K filing on SEC EDGAR