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SGLP Files Second Quarter 2008 Form 10-Q and Provides Update on Recent Developments
Monday, March 23, 2009 2:35 PM


SemGroup Energy Partners, L.P. (“SGLP”) (Pink Sheets: SGLP) today filed its Quarterly Report on Form 10-Q for the quarter ended June 30, 2008 and provided an update on certain recent developments outlined below.

Settlement with the Private Company

As previously disclosed, SemGroup, L.P. (the “Private Company”) and certain of its subsidiaries filed voluntary petitions for reorganization under Chapter 11 of the Bankruptcy Code in the United States Bankruptcy Court for the District of Delaware (the “Bankruptcy Court”) on July 22, 2008. On March 12, 2009, the Bankruptcy Court held a hearing and approved the transactions contemplated by a term sheet relating to the settlement of certain matters between the Private Company and SGLP (the “Settlement Agreement”). The Bankruptcy Court entered an order approving the Settlement Agreement on March 20, 2009.

The Settlement Agreement provides for the following, among other things:

  • SGLP will transfer certain crude oil storage assets located in Kansas to the Private Company. These crude oil storage assets are part of the Private Company’s proprietary Kansas crude oil transportation pipeline;
  • the Private Company will transfer ownership of 355,000 barrels of crude oil tank bottoms and line fill to SGLP. These barrels of crude oil are necessary for SGLP to operate its crude oil tank storage and the Oklahoma and Texas crude oil pipeline systems;
  • the Private Company will reject the existing Throughput Agreement with SGLP pursuant to which SGLP provides crude oil gathering, transportation, terminalling and storage services for the Private Company at certain minimum levels;
  • SGLP and the Private Company will enter into a new throughput agreement pursuant to which SGLP will provide certain crude oil gathering, transportation, terminalling and storage services to the Private Company based on actual volumes transported at market rates;
  • SGLP and the Private Company will enter into a shared services agreement pursuant to which the Private Company will provide certain crude oil operational services to SGLP;
  • SGLP and its affiliates will have a $20 million allowed unsecured claim against the Private Company relating to rejection of the Throughput Agreement;
  • SGLP will offer employment to certain crude oil operational employees primarily located in Oklahoma, Kansas, and Texas;
  • the Private Company will transfer its asphalt assets that are connected to SGLP’s existing 46 asphalt terminals to SGLP or one of its affiliates;
  • the Private Company will reject the existing Terminalling and Storage Agreement with SGLP pursuant to which SGLP provides asphalt terminalling and storage services for the Private Company at certain minimum levels;
  • SGLP and the Private Company will enter into a new terminalling agreement pursuant to which SGLP will provide asphalt terminalling and storage services for the Private Company’s remaining asphalt inventory which will be removed from SGLP’s asphalt storage facilities no later than October 31, 2009;
  • a subsidiary of SGLP will have a $35 million allowed unsecured claim against the Private Company relating to rejection of the Terminalling Agreement;
  • the Private Company will be entitled to receive 20% of the proceeds of any sale by SGLP of any of the asphalt assets transferred to SGLP in connection with the Settlement Agreement that occurs within nine months of the transfer of such assets to SGLP;
  • the Private Company will reject the Amended and Restated Omnibus Agreement pursuant to which the Private Company provided certain general and administrative and operational services for SGLP.


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