CNX Midstream Partners’ IDR Elimination Transaction


Jefferies Group LLC acted as financial advisor and Latham & Watkins LLP acted as legal advisor to CNX. Evercore Group L.L.C. acted as financial advisor and Baker Botts L.L.P. acted as legal advisor to the CNXM Conflicts Committee. Citi acted as financial advisor to the CNX board of directors.

On January 30, 2020, CNX Midstream Partners LP (NYSE: CNXM) announced it has entered into and closed a definitive agreement to eliminate all of the incentive distribution rights in CNXM and convert the 2.0% general partner interest in CNXM into a non-economic general partner interest in exchange for 26.0 million common units in CNXM; 3.0 million Class B Units, which will not accrue or receive distributions until January 1, 2022, at which time they will automatically convert into common units representing limited partner interests in CNXM; and $135 million in cash, payable in three installments of $50 million on December 31, 2020, $50 million on December 31, 2021 and $35 million on December 31, 2022.

The terms of the Transaction were approved by the Board of Directors of CNXM’s general partner following a unanimous recommendation for approval from the conflicts committee of the Board of Directors, which consists entirely of independent directors.

The Baker Botts team was led by Josh Davidson (Picture) and included A.J. Ericksen, Carina Antweil, Sunil Jamal, Joshua Dunegan and Chuck Campbell.

Involved fees earner: Carina Antweil – Baker Botts; Chuck Campbell – Baker Botts; Joshua Davidson – Baker Botts; Joshua Dunegan – Baker Botts; A.J. Ericksen – Baker Botts; Sunil Jamal – Baker Botts;

Law Firms: Baker Botts;

Clients: CNX Midstream Partners LP;