Each one in plain English, with the numbers worked through for a shareholder.
4 Aug 2021material agreement● NeutralMajor
Evolve's pivot became concrete: it formed Levo Mobility with Nuvve and Stonepeak to finance and deploy electric school-bus fleets and charging infrastructure. A gas gathering partnership funding electric vehicle infrastructure alongside the same investor that holds its preferred - the "transition" in the new name, and a business with no revenue history at all.
The eleventh amendment to the credit agreement adjusted the cash definitions the covenants turn on - housekeeping in a facility that had been amended almost every year since 2015.
25 June 2021material agreement termination▼ BadMajor
Mesquite Energy, formerly Sanchez Energy, gave notice on June 24, 2021 that it was terminating the June 2020 Settlement Agreement, so the Catarina acreage dedication, the Seco transportation agreements and the releases never took effect. Existing gathering and gas lift agreements were unchanged, and Evolve raised its Western Catarina tariff for interruptible volumes outside the dedicated acreage.
More upstream wellbores went, this time in Zavala and Dimmit Counties to Bayshore Energy for about $1.4 million. Evolve is now purely infrastructure, by disposal rather than by design.
Evolve sold the Palmetto wellbores - the assets it bought from Sanchez Energy for $85 million in 2015 - to Westhoff for about $11.5 million, and disclosed a further listing deficiency in the same filing. A six-year round trip from $85 million to $11.5 million.
Evolve agreed to provide gas lift services to Mesquite Energy on the Piloncillo Ranch for a per-thousand-cubic-foot fee - a small extension of the relationship with its post-bankruptcy main customer.
Now renamed Evolve Transition Infrastructure, the partnership set up a $7 million market issuance programme with Virtu. The size tells the story: the equivalent facility in 2015 was $100 million.
Stonepeak's warrant over junior securities was amended again. These amendments recur every few months from here on, each one extending or adjusting a claim that ultimately delivered Stonepeak control of the partnership.
Amendment No. 2 to Stonepeak's going-private disclosure updates the numbers: on February 1, 2021 Stonepeak received 22,274,869 common units as payment of its Q3 2020 preferred distribution, and on January 28, 2021 it elected to take 12,445,491 more for Q4 2020. Outstanding common units were 42,228,749, of which Stonepeak held 27,318,599 (about 64.7%). After the Q4 payment it would hold 39,764,090 (about 72.7%, or 75.5% if it exercised its warrant). The filing says the 80% threshold for the forced buyout of public holders could be reached as early as Q1 2021. The illustrative $0.62 per unit price is unchanged, and Stonepeak had not exercised the warrant or the call right.
On February 1, 2021, the partnership issued 22,274,869 common units to Stonepeak as its Class C preferred distribution for the third quarter of 2020, instead of cash or more preferred units. On January 28, 2021 Stonepeak also elected to take 12,445,491 common units for the fourth quarter.
The partnership settled a group of lawsuits involving Dimension Energy Services, Sunbelt, Sanchez Oil & Gas and Mesquite Energy - the renamed, post-bankruptcy Sanchez Energy - clearing litigation inherited from the Sanchez era.
Amendment No. 1 to the Stonepeak going-private disclosure from December 11, 2020. In the visible text it repeats the earlier terms with figures updated to December 18, 2020: 19,953,880 common units outstanding, Stonepeak at 5,043,730 (about 25.3%), about 64.7% after the Q3 2020 payment in units, and a possible 80% crossing as early as Q1 2021. The illustrative $0.62 per unit call price is also unchanged. No call has been exercised. The rest of the filing is truncated, so any other changes are not visible.
Stonepeak Catarina and affiliates, with the partnership (now Sanchez Midstream Partners LP) and its general partner, filed a going-private disclosure on an agreement dated November 16, 2020, letting Stonepeak take its Class C preferred distributions in common units. Stonepeak owns 5,043,730 of 19,953,880 common units (about 25.3%) and would hold about 64.7% after the third-quarter 2020 payment in units. Stonepeak could pass 80% as early as Q1 2021, which would let it have the general partner buy all remaining common units under the limited call right; the filing's illustrative price is $0.62 per unit (about $9.2 million for the rest). No call has been exercised yet. This puts the eventual forced buyout of public holders on the table and links back to the Stonepeak preferred funding from 2015 and its 2019 restructuring.
As Sanchez Oil & Gas wound down its role, the partnership took a licence over the seismic and geological data it had been relying on, and reshaped its board and governing documents. The Sanchez family's grip was being unwound; Stonepeak's was tightening.
After the bankruptcy court approved the settlement on June 30, 2020, the parties signed amended gathering agreements and new Seco Pipeline transport agreements, which take effect once closing conditions are met. The amendments removed Sanchez's minimum volume commitments and expanded the dedicated acreage, and Sanchez emerged as privately held Mesquite Energy.
On 14 June 2020 the partnership and the other parties amended the 6 June settlement. The Carnero and Catarina gathering agreements would be deemed assumed once the court approved the settlement, and closing would require court orders approving assumption of the related agreements.
The partnership settled with Sanchez Energy's bankruptcy estate over the gathering contracts that are its entire business - the fifteen-year Catarina agreement signed in 2015 could otherwise have been rejected in the Chapter 11 and left the partnership with pipelines and no volumes. The single most dangerous moment in its history.
NYSE American warned the partnership it was below the listing standards, having reported partners' capital under $2 million at the end of 2019 alongside continuing losses. Its accumulated equity had been wiped out by impairments and by the preferred sitting above it.
With its main customer in Chapter 11, the partnership pushed its credit facility maturity out to September 2021 and cut the commitment to $20 million. A facility that small is no longer a growth tool; it is working capital for a business waiting to find out whether it still has a counterparty.
On 2 August 2019 Stonepeak swapped its Class B preferred units for new Class C preferred units plus a warrant over 10% of the partnership's junior securities. It also gained the right to name up to two directors, under a standstill that bars it from buying more securities.
The partnership issued 210,978 units to its own manager, SP Holdings, as payment of the shared services fee. The manager is being paid in equity by a partnership whose units it also controls - dilution to a related party, quarter after quarter.
Now renamed Sanchez Midstream Partners, the partnership agreed to sell Texas wells to Sendero Petroleum for $6.25 million, with the buyer taking on the plugging liabilities. Shedding the last of the upstream tail.