8-KMaterial AgreementsFinancial EventsExhibits & Filings

MPLX LP 8-K Report, Material Agreement (Sep 27, 2019)

Filed September 27, 2019For Securities:MPLXMPLXP

Summary

MPLX LP (MPLX) filed an 8-K on September 27, 2019, detailing two significant financial events. First, MPLX entered into a $1 billion Term Loan Agreement with various financial institutions. This facility, available for drawing in up to four tranches, matures on September 26, 2021, and its proceeds are intended to refinance existing indebtedness and for general partnership purposes. The agreement includes customary covenants, notably a Consolidated Total Debt to Consolidated EBITDA ratio not to exceed 5.0 to 1.0 (or 5.5 to 1.0 post-acquisition), indicating a focus on maintaining financial leverage. Second, MPLX announced the settlement of its previously announced exchange offers for Andeavor Logistics LP (ANDX) senior notes. MPLX issued substantial principal amounts of its own senior notes in exchange for outstanding ANDX notes, effectively consolidating debt under the MPLX entity following its acquisition of ANDX. These new MPLX notes mature between 2022 and 2047 and carry various interest rates. MPLX also entered into a Registration Rights Agreement to facilitate the registration of these new notes. These transactions demonstrate MPLX's active management of its capital structure and integration of acquired assets.

Key Highlights

  • 1MPLX LP secured a new $1 billion Term Loan Agreement, maturing September 26, 2021, to refinance existing debt and support general operations.
  • 2The Term Loan Agreement includes a financial covenant limiting the ratio of Consolidated Total Debt to Consolidated EBITDA to a maximum of 5.0x (or 5.5x post-acquisition).
  • 3MPLX successfully completed exchange offers for Andeavor Logistics LP (ANDX) notes, issuing its own notes in exchange, totaling over $3 billion across multiple series.
  • 4The exchange offers resulted in the issuance of new MPLX Senior Notes with various maturities ranging from 2022 to 2047 and interest rates from 3.500% to 6.250%.
  • 5These transactions reflect the ongoing integration of Andeavor Logistics LP following MPLX's acquisition.
  • 6MPLX entered into a Registration Rights Agreement to ensure the eventual registration of the newly issued notes with the SEC, with penalties for delays.
  • 7Post-exchange offers, a residual amount of ANDX's original senior notes remains outstanding.

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