SUMMIT MIDSTREAM HOLDINGS, LLC
SUMMIT MIDSTREAM FINANCE CORP.

OFFER TO PURCHASE

Offer to Purchase for Cash
Any and All of Their Outstanding
8.500% Senior Secured Second Lien Notes due 2026
(CUSIP Nos. 86614WAE6 (144A) and U8604TAB2 (Reg S))


THE TENDER OFFER WILL EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON JULY 23, 2024, UNLESS EXTENDED OR THE TENDER OFFER IS EARLIER TERMINATED BY THE ISSUERS IN THEIR SOLE DISCRETION (SUCH TIME AND DATE, AS THE SAME MAY BE EXTENDED OR EARLIER TERMINATED, THE “EXPIRATION TIME”). TO BE ELIGIBLE TO RECEIVE THE PURCHASE PRICE, PLUS ACCRUED INTEREST, HOLDERS MUST TENDER THEIR NOTES PRIOR TO THE EXPIRATION TIME, UNLESS SUCH DEADLINE IS EXTENDED OR EARLIER TERMINATED BY THE ISSUERS IN THEIR SOLE DISCRETION.

NOTES TENDERED PURSUANT TO THE TENDER OFFER MAY BE WITHDRAWN PRIOR TO OR AT THE EARLIER OF (I) THE EXPIRATION TIME, AND (II) IF THE TENDER OFFER IS EXTENDED, THE 10TH BUSINESS DAY AFTER COMMENCEMENT OF THE TENDER OFFER (THE “WITHDRAWAL DEADLINE”). NOTES MAY ALSO BE VALIDLY WITHDRAWN AT ANY TIME AFTER THE 60TH BUSINESS DAY AFTER COMMENCEMENT OF THE TENDER OFFER IF FOR ANY REASON THE TENDER OFFER HAS NOT BEEN CONSUMMATED WITHIN 60 BUSINESS DAYS AFTER COMMENCEMENT OF THE TENDER OFFER. THE TENDER OFFER IS SUBJECT TO THE SATISFACTION OF CERTAIN CONDITIONS, AS SET FORTH UNDER THE HEADING “CONDITIONS OF THE TENDER OFFER.”

Title of Security

CUSIP Numbers

Aggregate Principal Amount Outstanding

U.S. Treasury Reference Security


8.500% Senior Secured Second Lien Notes due 2026


144A: 86614WAE6
Reg S: U8604TAB2


$764,464,000


0.625% U.S. Treasury due October 15, 2024


To view copie(s) of the Tender Offer document(s) please click on the link(s) below

Offer to Purchase

Notice of Guaranteed Delivery


Questions or requests for assistance may be directed to the Dealer Manager or the Information Agent and Tender Agent at their respective telephone numbers as set forth below. Any requests for additional copies of this Offer to Purchase, the Notice of Guaranteed Delivery or related documents may be directed to the Information Agent at its address and telephone number set forth below.

The Information and Tender Agent for the Tender Offer is:

D.F. KING & CO., INC.

48 Wall Street, 22nd Floor
New York, New York 10005

Call Toll-Free: (866) 342-4883
Banks and Brokers only: (212) 269-5550
Email: smlp@dfking.com

By Facsimile Transmission
(for Eligible Institutions only):


(212) 709-3328
For Confirmation: (212) 232-3233

The Dealer Manager for the Tender Offer is:

RBC Capital Markets, LLC

200 Vesey Street, 8th Floor
New York, NY 10281

Attention: Liability Management
Telephone: (212) 618-7843
Toll Free: (877) 381-2099
Email: liability.management@rbccm.com