Long-Term Debt

9 Months Ended

Sep. 30, 2023

Long-term debt consisted of the following (in millions):


	September 30, 2023		December 31, 2022
CMLP Credit Facility	$	460.0	$	922.3
CPBH Credit Facility	—		206.8
2025 Senior Notes	500.0		500.0
2027 Senior Notes	600.0		600.0
February 2029 Senior Notes	700.0		700.0
April 2029 Senior Notes	450.0		450.0
April 2029 Senior Notes fair value adjustment, net(1)	23.5		26.7
2031 Senior Notes	600.0		—

Less: deferred financing costs, net	31.0		27.5


Total long-term debt	$	3,302.5	$	3,378.3

(1)In conjunction with the merger with Oasis Midstream discussed in Note 3, we assumed the April 2029 Senior Notes, and we recorded a fair value adjustment of approximately $30.7 million. We recorded a reduction to our interest and debt expense related to the amortization of the fair value adjustment of approximately $1.1 million and $3.2 million during the three and nine months ended September 30, 2023 and $1.1 million and $2.9 million during the three and nine months ended September 30, 2022.

Credit Facilities

CMLP Credit Facility. Crestwood Midstream’s five-year $1.75 billion revolving credit facility (the CMLP Credit Facility) is available to fund acquisitions, working capital and internal growth projects and for general partnership purposes. Subject to limited exception, the CMLP Credit Facility is guaranteed and secured by substantially all of the equity interests and assets of Crestwood Midstream’s subsidiaries, except for Crestwood Infrastructure Holdings LLC, Crestwood Niobrara LLC, PRBIC and their respective subsidiaries. In January 2023, Crestwood Permian and certain of its subsidiaries were designated as guarantor subsidiaries of Crestwood Midstream’s credit facility and senior notes.

In conjunction with the merger with Oasis Midstream on February 1, 2022, we borrowed amounts under the CMLP Credit Facility to fund the cash paid of $160 million to Oasis Petroleum and to repay approximately $218 million of borrowings on Oasis Midstream’s credit facility, which was retired on February 1, 2022. In addition, in July 2022 we borrowed approximately $631.2 million under the CMLP Credit Facility to fund the Sendero Acquisition.

Under the credit agreement, Crestwood Midstream is required to maintain a net debt to consolidated EBITDA ratio (as defined in the credit agreement) of not more than 5.50 to 1.0, a consolidated EBITDA to consolidated interest expense ratio (as defined in the credit agreement) of not less than 2.50 to 1.0, and a senior secured leverage ratio (as defined in the credit agreement) of not more than 3.50 to 1.0. At September 30, 2023, the net debt to consolidated EBITDA ratio was approximately 4.35 to 1.0, the consolidated EBITDA to consolidated interest expense ratio was approximately 3.65 to 1.0, and the senior secured leverage ratio was 0.61 to 1.0.

At September 30, 2023, Crestwood Midstream had $872.0 million of available capacity under the CMLP Credit Facility considering the most restrictive debt covenants in the credit agreement. At September 30, 2023 and December 31, 2022, outstanding standby letters of credit under the CMLP Credit Facility were $5.7 million and $8.2 million. Borrowings under the CMLP Credit Facility accrue interest at either prime or the Adjusted Term SOFR (as defined in the credit agreement) plus applicable spreads, which resulted in interest rates between 7.67% and 9.75% at September 30, 2023 and 6.28% and 8.50% at December 31, 2022. The weighted-average interest rate on outstanding borrowings as of September 30, 2023 and December 31, 2022 was 7.68% and 6.40%.

CPBH Credit Facility. In conjunction with the acquisition of the remaining 50% equity interest in Crestwood Permian in July 2022, we assumed a credit agreement entered into by CPB Subsidiary Holdings LLC, a wholly-owned subsidiary of Crestwood Permian (the CPBH Credit Facility). In January 2023, we utilized borrowings under the CMLP Credit Facility to repay and terminate the CPBH Credit Facility.

Senior Notes2031 Senior Notes. In January 2023, Crestwood Midstream issued $600 million of 7.375% unsecured senior notes due 2031 (the 2031 Senior Notes). The 2031 Senior Notes will mature on February 1, 2031, and interest is payable semi-annually in arrears on February 1 and August 1 of each year, beginning on August 1, 2023. The net proceeds from this offering of approximately $592.5 million were used to repay borrowings outstanding under the CMLP Credit Facility.