Summit Midstream Files 8-K
Ticker: SMC · Form: 8-K · Filed: Jan 7, 2025
Sentiment: neutral
Topics: 8-K, filing, SEC
TL;DR
Summit Midstream filed an 8-K, likely routine updates or exhibit submissions.
AI Summary
On January 7, 2025, Summit Midstream Corporation filed an 8-K report. The filing primarily concerns "Other Events" and "Financial Statements and Exhibits." No specific financial transactions or material events were detailed in the provided excerpt, suggesting it may be a routine filing or related to exhibit submissions.
Why It Matters
This filing indicates Summit Midstream Corporation is providing updates or submitting required documentation to the SEC, which is standard for publicly traded companies.
Risk Assessment
Risk Level: low — The provided excerpt of the 8-K filing does not contain information about significant events, financial changes, or risks, indicating a low-risk disclosure.
Key Numbers
- 001-42201 — Commission File Number (Identifies the company's SEC filing history.)
- 99-3056990 — IRS Employer Identification No. (Company's tax identification number.)
Key Players & Entities
- Summit Midstream Corporation (company) — Registrant
- Delaware (jurisdiction) — State of incorporation
- Houston, TX (location) — Principal executive office address
FAQ
What specific "Other Events" are being reported by Summit Midstream Corporation?
The provided excerpt does not detail the specific "Other Events" being reported; it only lists the item category.
What "Financial Statements and Exhibits" are being filed with this 8-K?
The excerpt indicates that financial statements and exhibits are part of the filing, but does not list their specific contents.
What is the significance of the filing date January 7, 2025?
January 7, 2025, is the date of the earliest event reported and the date the report was filed with the SEC.
What is Summit Midstream Corporation's primary business according to the filing?
The filing lists Summit Midstream Corporation's Standard Industrial Classification as 'NATURAL GAS TRANSMISSION [4922]'.
Where is Summit Midstream Corporation's principal executive office located?
Summit Midstream Corporation's principal executive office is located at 910 Louisiana Street, Suite 4200, Houston, TX 77002.
Filing Stats: 912 words · 4 min read · ~3 pages · Grade level 14 · Accepted 2025-01-07 09:26:54
Key Financial Figures
- $250.0 million — the Company, intends to offer for sale $250.0 million in aggregate principal amount of additi
- $575.0 million — nder the same indenture as the Issuer's $575.0 million in aggregate principal amount of 8.625%
Filing Documents
- ea022527701-8k_summit.htm (8-K) — 31KB
- ea022527701ex99-1_summit.htm (EX-99.1) — 8KB
- ex99-1_001.jpg (GRAPHIC) — 21KB
- 0001213900-25-001417.txt ( ) — 243KB
- smc-20250107.xsd (EX-101.SCH) — 3KB
- smc-20250107_lab.xml (EX-101.LAB) — 33KB
- smc-20250107_pre.xml (EX-101.PRE) — 22KB
- ea022527701-8k_summit_htm.xml (XML) — 4KB
01 Other Events
Item 8.01 Other Events. Notes Offering On January 7, 2025, Summit Midstream Corporation, a Delaware corporation (the "Company"), issued a press release announcing that, subject to market and other conditions, Summit Midstream Holdings, LLC (the "Issuer"), a subsidiary of the Company, intends to offer for sale $250.0 million in aggregate principal amount of additional 8.625% Senior Secured Second Lien Notes due 2029 (the "Additional Notes") in a private offering to eligible purchasers that is exempt from registration under the Securities Act of 1933, as amended (the "Securities Act"). The Additional Notes will be issued under the same indenture as the Issuer's $575.0 million in aggregate principal amount of 8.625% Senior Secured Second Lien Notes due 2029 (the "Existing Notes") and will form a single series with the Existing Notes. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference. The offer and sale of the Additional Notes and the related guarantees have not been registered under the Securities Act or any state securities laws and may not be offered or sold in the United States absent registration or an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state securities laws. This Current Report on Form 8-K does not constitute an offer to sell or the solicitation of an offer to buy any security, nor shall there be any sale of the Additional Notes and the related guarantees or any other security of the Company, in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction. Any offers of the Additional Notes will be made only by means of a private offering memorandum.
Risk Factors
Risk Factors The Company is also filing this Current Report on Form 8-K to supplement the risk factors described in Part II, Item 1A of its Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2024 with the following risk factor: We have had and continue to have discussions with unaffiliated third parties with respect to potential strategic transactions. The Company has had and continues to have discussions with unaffiliated third parties with respect to potential strategic transactions (each such transaction, a "Potential Transaction"). These discussions include Potential Transactions that would be material acquisitions. There can be no assurance that these discussions will result in the consummation of a Potential Transaction. If the Board of Directors of the Company decides to proceed with a Potential Transaction, or any other strategic alternative, it may not be at a valuation that our investors view as attractive relative to the value of our standalone business. Depending on the structure of any such Potential Transaction, the Company may be required to seek the approval of the transaction from the stockholders of the Company and raise additional equity or debt financing in connection with such Potential Transaction. In addition, the closing of any such transaction would be dependent upon a number of factors that may be beyond the Company's control, including, among other factors, market conditions and regulatory factors.
01 Financial Statements and
Item 9.01 Financial Statements and Exhibits. (d) Exhibits Exhibit Number Description 99.1 Press Release, dated January 7, 2025. 104 Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document. 1
SIGNATURES
SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Summit Midstream Corporation (Registrant) Dated: January 7, 2025 /s/ William J. Mault William J. Mault, Executive Vice President and Chief Financial Officer 2