Oasis Midstream Partners LP

Oasis Midstream Partners LP terminated the registration of a class of securities, ending its reporting obligation for them.

listing compliance notice

The Crestwood merger closed on February 1, 2022. The partnership then merged into Crestwood Midstream Partners LP, which took over the 8.000% senior notes due 2029, and OMP Finance Corp. merged into Crestwood Midstream Finance Corp. The $450 million revolving credit facility, the March 2021 Contribution and Simplification Agreement, the Omnibus Agreement, the Services and Secondment Agreement and the Registration Rights Agreement were terminated. A Master Amendment changed the Oasis Petroleum commercial agreements. The filing reports no securities registered under Section 12(b). Public units were exchangeable into 0.8700 Crestwood units each under the merger terms, and Oasis Petroleum's 6,520,944 units converted to $150 million in cash. This ends the partnership as a separate listed company.

business combination

Oasis Midstream Partners LP's exchange filed to remove a class of its securities from listing.

listing compliance notice

The consent solicitation closed on January 29, 2022 with 38,753,495 units for the Crestwood merger, 415,654 against and 31,024 abstaining, out of 48,627,680 units outstanding at the record date. Oasis Petroleum and its subsidiaries own about 69.6% and their consents are included. A majority approved, so the unitholder-approval condition is met. The filing says closing is expected February 1, 2022, subject to customary conditions.

business combination

The definitive consent statement/prospectus for the Crestwood merger was mailed on December 30, 2021, with a December 27, 2021 record date. It repeats the October terms. Based on Crestwood's $30.32 closing price on October 25, 2021, the filing puts the implied value at $26.38 per public unit and $23.23 per Oasis Petroleum unit, about $1.2 billion in total equity value. Because the payment is a fixed number of Crestwood units, the value will move with Crestwood's price. Oasis Petroleum's written consent alone is enough to approve the deal. This continues the merger process.

business combination

On October 25, 2021 the partnership agreed to merge into Crestwood Equity Partners LP. Public unitholders would receive 0.8700 Crestwood common units per unit. Oasis Petroleum's units would convert to 0.7680 Crestwood units each, except 6,520,944 units held by OMS Holdings that convert to $150 million in cash in total. The general partner interest would be bought for $10 million cash. Oasis Petroleum is expected to own about 21.7% of Crestwood units afterward. Closing needs a majority unitholder vote, HSR antitrust clearance, an effective Form S-4 and NYSE listing of the new units. OMP may owe a $40 million termination fee in certain circumstances. Oasis Petroleum signed a support agreement to consent to the deal, and its commercial agreements with the partnership are to be amended at closing.

business combination

The deal announced on March 22 closed on March 30, 2021. The partnership now owns all of Bobcat DevCo and Beartooth DevCo, paying $231.5 million cash (up from the $229.0 million first stated) plus 12,949,644 common units, and the incentive distribution rights were cancelled into 1,850,356 common units. It funded this with $450 million of 8.00% senior unsecured notes due April 1, 2029, priced at par for about $440.0 million net, with about $205.5 million of the proceeds used to repay credit facility borrowings. This resolves the pending acquisition and the open question of the remaining Oasis-held Bobcat and Beartooth stakes, and adds a major new debt instrument alongside the credit facility.

asset acquisition disposition

On March 22, 2021 the partnership agreed to buy from Oasis Petroleum's subsidiary the remaining 64.7% of Bobcat DevCo and 30% of Beartooth DevCo, which would leave it owning all of both. This acts on the earlier expectation that Oasis's retained stakes could be dropped down to the partnership. Payment is $229.0 million cash plus 12,949,644 new common units, and the incentive distribution rights held by the general partner would be cancelled and converted into 1,850,356 common units. The cash is to come from a planned $450 million senior notes offering (the filing also says about $208 million of the proceeds would repay credit facility borrowings), and a Fourth Amendment to the credit agreement would cut commitments to $450 million, raise pricing and extend maturity from September 2022 once conditions are met. The deal was approved by the independent conflicts committee, and the filing notes Oasis Petroleum is the largest customer and the source of substantially all revenue.

capital raising announcement

Oasis Midstream Partners LP's securities were notified for removal from listing and registration on its exchange.

listing compliance notice

the exchange certified Oasis Midstream Partners LP's securities for listing, clearing them to begin trading.

listing compliance notice

On February 22, 2019, the partnership agreed with Oasis Petroleum to fund up to $80 million of Bobcat DevCo's 2019 expansion spending that Oasis would otherwise have had to contribute, and amended the Bobcat and Beartooth company agreements to cover these uneven contributions. The partnership owns 25% of Bobcat, so this means it puts in more than its ownership share; the filing does not say what it receives in return.

material agreement

On November 19, 2018, the Bobcat and Beartooth acquisition closed for $250 million, paid as 3,950,000 common units and $171 million in cash. The partnership now owns 25% of Bobcat DevCo and 70% of Beartooth DevCo, and Oasis Petroleum's common units rise to 9,075,000 alongside its 13,750,000 subordinated units. This resolves the deal announced on November 8.

asset acquisition disposition

On November 7, 2018, the partnership agreed to buy from Oasis Petroleum an additional 15% of Bobcat DevCo and 30% of Beartooth DevCo for $250 million, payable in cash from credit facility borrowings or capital markets proceeds, with common units issued to Oasis if those fall short. This exercises the kind of dropdown the 2017 omnibus agreement contemplated; the deal was approved by the independent conflicts committee and expected to close in Q4 2018.

capital raising announcement

The IPO closed on September 25, 2017, raising about $115.7 million net. At closing, Oasis Petroleum contributed 100% of Bighorn DevCo, 10% of Bobcat DevCo and 40% of Beartooth DevCo (Williston Basin midstream assets) in exchange for 5,125,000 common units, 13,750,000 subordinated units, a roughly $113.9 million distribution and other rights. The partnership also signed an omnibus agreement (a right of first offer on Oasis's retained Bobcat and Beartooth interests and future midstream assets, with Oasis indemnity capped at $15 million) and 15-year gathering, water and related service agreements with Oasis subsidiaries. This resolves the offering thread and sets up the partnership's dependence on Oasis as customer and sponsor.

asset acquisition disposition

Oasis Midstream Partners signed an underwriting agreement with Morgan Stanley to sell 7,500,000 common units to the public at $17 each in its IPO, with a 30-day option for up to 1,125,000 more. It expects about $115.7 million net, of which about $113.9 million goes as a cash distribution to Oasis Petroleum and about $1.9 million to fees on its new revolving credit facility.

material agreement

the New York Stock Exchange certified Oasis Midstream Partners LP's securities for listing, clearing them to begin trading.

listing compliance notice