What is the main purpose of the amendment to ONEOK's credit agreement filed on May 26, 2023?

The primary purpose of the amendment is to provide ONEOK with greater financial flexibility in executing the proposed merger with Magellan Midstream Partners. Specifically, it allows ONEOK to exclude cash proceeds from certain note issuances intended to finance acquisitions, including the Magellan merger, from its Leverage Ratio calculations. This can help manage reported leverage metrics during the financing phase of the transaction.

How does this amendment affect ONEOK's Leverage Ratio?

The amendment permits ONEOK to net the cash and cash equivalent proceeds of note issuances intended to finance specified acquisitions (like the Magellan merger) against its debt when calculating its Leverage Ratio. This means the debt related to these financings may not immediately increase the reported leverage ratio as significantly as it would have without the amendment, provided certain conditions regarding total borrowings under the credit agreement are met.

Is this filing providing new financial results for ONEOK?

No, this 8-K filing does not provide new financial results or operational updates for ONEOK. It solely pertains to a modification of the company's existing credit agreement to facilitate the financing of the announced merger with Magellan Midstream Partners.

Where can I find more information about the proposed merger with Magellan?

ONEOK intends to file a registration statement on Form S-4 with the SEC, which will include a joint proxy statement/prospectus. Investors and security holders are urged to carefully read this document, along with other relevant filings from both ONEOK and Magellan, once they become available, as they will contain crucial information about the merger, associated risks, and related matters. These documents will be available on the SEC's website and the respective investor relations sections of ONEOK's and Magellan's websites.

OKE 8-K: Material Agreements

Summary

ONEOK, Inc. (OKE) filed an 8-K on May 26, 2023, detailing an amendment to its existing credit agreement. This amendment, effective May 26, 2023, is primarily relevant to the previously announced merger with Magellan Midstream Partners, L.P. (MMP). The key change allows ONEOK to exclude certain proceeds from note issuances intended to finance specified acquisitions, including the Magellan merger, from its Leverage Ratio calculations, subject to certain conditions. This adjustment to the credit agreement is a crucial step in facilitating the financing of the significant Magellan acquisition. Investors should note that this filing primarily concerns the mechanics of the financing for the merger rather than new operational or financial performance updates. The company reiterates the importance of the upcoming Form S-4 registration statement and joint proxy statement/prospectus for comprehensive details on the merger and its implications.

Key Highlights

1ONEOK amended its credit agreement on May 26, 2023, in connection with the proposed merger with Magellan Midstream Partners.
2The amendment allows ONEOK to exclude cash proceeds from note issuances intended for 'Specified Acquisitions' (including the Magellan merger) from Leverage Ratio calculations.
3This provides financial flexibility for the Magellan merger financing, allowing for potential net debt treatment.
4The filing emphasizes that this amendment is part of the broader merger process and not indicative of new standalone business performance.
5Investors are strongly encouraged to review the forthcoming Form S-4 registration statement and joint proxy statement/prospectus for detailed merger information.
6The company is providing extensive disclaimers regarding forward-looking statements and potential risks associated with the merger.

ONEOK INC /NEW/ 8-K Report, Material Agreement (May 26, 2023)

Summary

Key Highlights

Frequently Asked Questions