---
schema_version: "secwatch.filing_event.v1"
accession: "0001193125-23-270390"
form_type: "8-K"
ticker: null
cik: "0001304464"
company_name: "Crestwood Midstream Partners LP"
filed_at: "2023-11-03T23:59:59+00:00"
generated_at: "2026-06-08T22:06:37.780068+00:00"
event_type: "m_and_a"
sentiment: "neutral"
materiality_score: 0.9
calibrated_materiality_score: 0.9
confidence: "high"
source: SEC EDGAR
---

# Crestwood Equity Partners completes merger into Energy Transfer; each common unit receives 2.07 ET units

## Summary
- Each Crestwood common unit converted into 2.07 Energy Transfer common units; ~58% of preferred units converted to ET Series I Preferred, ~41% redeemed for cash.
- $1.75B credit facility terminated; $613M borrowings repaid by Energy Transfer with $1.9M accrued interest.
- Crestwood common and preferred units delisted from NYSE; Form 15 to be filed to suspend reporting.
- All directors and NEOs of General Partner resigned; Marshall McCrea and Thomas Long appointed as directors.
- Partnership agreement amended to increase preferred unit redemption price to $9.857484 per unit for Merger.

## SEC filing metadata
- accession: 0001193125-23-270390
- form_type: 8-K
- cik: 0001304464
- company_name: Crestwood Midstream Partners LP
- filed_at: 2023-11-03T23:59:59+00:00
- event_type: m_and_a
- sentiment: neutral
- materiality_score: 0.9
- calibrated_materiality_score: 0.9
- confidence: high
- sec_items: 1.02, 2.01, 3.01, 3.03, 5.01, 5.02, 5.03, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1304464/000119312523270390/0001193125-23-270390-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1304464/000119312523270390/d574843d8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001193125-23-270390
- JSON: https://secwatch.observer/filing/0001193125-23-270390.json
- Plain text: https://secwatch.observer/filing/0001193125-23-270390.txt

## Key facts
- Executive change
  Marshall S. McCrea, III was appointed as Director at Crestwood Midstream Partners LP.
  - Action: appointed
  - Role: Director
  source text: Effective as of the Effective Time, Marshall S. McCrea, III and Thomas E. Long were appointed as directors of the General Partner.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1304464/000119312523270390/0001193125-23-270390-index.htm
- Executive change
  Thomas E. Long was appointed as Director at Crestwood Midstream Partners LP.
  - Action: appointed
  - Role: Director
  source text: Effective as of the Effective Time, Marshall S. McCrea, III and Thomas E. Long were appointed as directors of the General Partner.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1304464/000119312523270390/0001193125-23-270390-index.htm
- Governance Changes
  Crestwood Midstream Partners LP: Amendment to the Partnership Agreement to increase cash redemption price for Partnership Preferred Units from $9.218573 to $9.857484 per unit and conform certain terms with Energy Transfer's other preferred units (effective 2023-11-03).
  - Change: bylaw amendment
  - Effective: 2023-11-03
  source text: On November 3, 2023, the General Partner entered into the First Amendment (the “ Amendment ”) to the Sixth Amended and Restated Agreement of Limited Partnership of the Partnership, dated as of August 20, 2021, (as amended, the “ Partnership Agreement ”), effective as of November 3, 2023 (and immediately prior to the closing of the Merger), to (i) increase the cash redemption price for the Partnership Preferred Units in connection with a Redemption Election in the Merger from $9.218573 to $9.857484 per Partnership Preferred Unit and (ii) conform certain terms of the Partnership Preferred Units with Energy Transfer’s other outstanding series of preferred units in order to simplify Energy Transfer’s capital structure following the Merger.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1304464/000119312523270390/0001193125-23-270390-index.htm
- M&A Transactions
  Crestwood Midstream Partners LP underwent a change of control involving Energy Transfer LP (closed 2023-11-03).
  - Action: change of control
  - Counterparty: Energy Transfer LP
  - Closing: 2023-11-03
  source text: On November 3, 2023, pursuant to the Agreement and Plan of Merger (the “ Merger Agreement ”), dated as of August 16, 2023, by and among Energy Transfer LP, a Delaware limited partnership (“ Energy Transfer ”), Pachyderm Merger Sub LLC, a Delaware limited liability company and a direct wholly owned subsidiary of Energy Transfer (“ Merger Sub ”), Crestwood Equity Partners LP, a Delaware limited partnership (the “ Partnership ”) and indirect parent of Crestwood Midstream Partners LP, a Delaware limited partnership (“ Crestwood Midstream ”), and, solely for the purposes set forth therein, LE GP, LLC, a Delaware limited liability company and the sole general partner of Energy Transfer, the Partnership merged with and into Merger Sub (the “ Merger ”), with Merger Sub continuing as the surviving entity.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1304464/000119312523270390/0001193125-23-270390-index.htm
- Material Agreements
  Crestwood Midstream Partners LP terminated Partnership Credit Agreement with Wells Fargo Bank, National Association (as administrative agent) and the lenders party thereto valued at $1.75 billion (effective 2023-11-03).
  - Action: termination
  - Agreement: credit facility
  - Counterparty: Wells Fargo Bank, National Association (as administrative agent) and the lenders party thereto
  - Value: $1.75 billion
  - Effective: 2023-11-03
  source text: on November 3, 2023, outstanding borrowings under the Third Amended and Restated Credit Agreement, dated as of December 20, 2021, among Crestwood Midstream, as borrower, the lenders from time to time party thereto, Wells Fargo Bank, National Association, as administrative agent and collateral agent, and Capital One, National Association, Citizens Bank, N.A., Morgan Stanley Senior Funding, Inc., MUFG Bank Ltd. and Regions Bank, as co-documentation agents (as amended, restated, amended and restated, supplemented or otherwise modified from time to time, the “ Partnership Credit Agreement ”) were repaid in full, and the Partnership Credit Agreement was terminated.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1304464/000119312523270390/0001193125-23-270390-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.
