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:
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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;
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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;
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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;
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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;
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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;
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SGLP and its affiliates will have a $20 million allowed unsecured
claim against the Private Company relating to rejection of the
Throughput Agreement;
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SGLP will offer employment to certain crude oil operational employees
primarily located in Oklahoma, Kansas, and Texas;
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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;
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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;
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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;
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a subsidiary of SGLP will have a $35 million allowed unsecured claim
against the Private Company relating to rejection of the Terminalling
Agreement;
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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;
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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.