Summary
ONEOK Inc. (OKE) has filed an 8-K report detailing the completion of its merger with Magellan Midstream Partners, L.P. The transaction, effective September 24, 2023, involved the exchange of Magellan units for a combination of ONEOK common stock and cash. Specifically, each Magellan unit was converted into 0.667 shares of ONEOK common stock and $25.00 in cash, with cash payments for fractional shares. This marks a significant strategic move for ONEOK, expanding its asset base and market reach within the midstream energy sector. The filing also covers related material definitive agreements, including supplemental indentures to existing debt agreements for both ONEOK and Magellan, where Magellan's obligations are now guaranteed by ONEOK and its subsidiaries, and vice versa. Additionally, Magellan has entered into a guarantee agreement for ONEOK's credit facility. These agreements are crucial for integrating the operations and financial structures of the two companies post-merger. Investors should note that the full terms of these agreements are detailed in the exhibits to this filing, which are essential for a comprehensive understanding of the financial and operational implications.
Key Highlights
- 1ONEOK Inc. has officially completed its merger with Magellan Midstream Partners, L.P. as of September 24, 2023.
- 2Magellan unitholders received 0.667 shares of ONEOK common stock and $25.00 in cash per Magellan unit.
- 3Cash will be provided in lieu of fractional shares of ONEOK common stock.
- 4Supplemental indentures have been executed, ensuring guarantees of outstanding notes between ONEOK and Magellan entities.
- 5Magellan has entered into a guarantee agreement for ONEOK's amended and restated credit agreement.
- 6The merger has been registered under the Securities Act of 1933, with relevant registration statements filed previously.
- 7Audited and unaudited historical financial statements for Magellan, along with pro forma combined financial information, are incorporated by reference in the filing.