Crestwood Midstream Partners LP’s $600 Million Upsized Notes Offering

Vinson & Elkins advised Crestwood Midstream Partners and Baker Botts Advises Initial Purchasers on the offering

Crestwood Midstream Partners LP (“CMLP”), a wholly-owned subsidiary of Crestwood Equity Partners LP (NYSE: CEQP), issued $600 million in aggregate principal amount of 5.625% Senior Notes due 2027 (the “Notes”) in a Rule 144A offering that is exempt from the registration requirements of the Securities Act, which was upsized from the originally proposed $500 million offering. The Notes are guaranteed on a senior unsecured basis by all of CMLP’s subsidiaries that guarantee its existing notes and the indebtedness under its revolving credit facility.

CMLP expects to use the net proceeds from this offering to repay a portion of the outstanding borrowings under its revolving credit facility, which includes approximately $250 million of borrowings that were used to fund a portion of the previously announced acquisition of a 50% interest in Jackalope Gas Gathering Services, L.L.C.

Wells Fargo Securities, LLC, Citigroup Global Markets Inc., J.P. Morgan Securities LLC, Barclays Capital Inc., Merrill Lynch, Pierce, Fenner & Smith Incorporated, Morgan Stanley & Co. LLC, RBC Capital Markets, LLC and SunTrust Robinson Humphrey, Inc. acted as joint book-running managers.

Baker Botts Lawyers advised the Initial Purchasers with a team including Mollie Duckworth (Picture), Josh Davidson, Jennifer Wu , Sunil Jamal, Ieuan List, Jack Chadderdon (Capital Markets), Daniel Tristan and Lyman Paden (Finance).

Involved fees earner: Jack Chadderdon – Baker Botts; Joshua Davidson – Baker Botts; Mollie Duckworth – Baker Botts; Sunil Jamal – Baker Botts; Ieuan List – Baker Botts; Lyman Paden – Baker Botts; Daniel Tristan – Baker Botts; Jennifer Wu – Baker Botts;

Law Firms: Baker Botts;

Clients: Barclays Capital ; Citigroup Global Markets Ltd; JP Morgan Securities; Merrill Lynch, Pierce, Fenner & Smith Incorporated; Morgan Stanley; RBC Capital Markets; SunTrust Robinson Humphrey, Inc.; Wells Fargo Securities;

Author: Ambrogio Visconti