Document/ExhibitDescriptionPagesSize
1: 10-K Annual Report HTML 2.45M
2: EX-4.21 Instrument Defining the Rights of Security Holders HTML 54K
3: EX-4.30 Instrument Defining the Rights of Security Holders HTML 54K
4: EX-4.37 Instrument Defining the Rights of Security Holders HTML 53K
5: EX-4.43 Instrument Defining the Rights of Security Holders HTML 188K
6: EX-21.1 Subsidiaries List HTML 52K
7: EX-22.1 Published Report re: Matters Submitted to a Vote HTML 56K
of Security Holders
8: EX-23.1 Consent of Expert or Counsel HTML 35K
9: EX-31.1 Certification -- §302 - SOA'02 HTML 39K
10: EX-31.2 Certification -- §302 - SOA'02 HTML 39K
11: EX-32.1 Certification -- §906 - SOA'02 HTML 36K
12: EX-32.2 Certification -- §906 - SOA'02 HTML 36K
19: R1 Document and Entity Information HTML 105K
20: R2 Consolidated Balance Sheets HTML 159K
21: R3 Consolidated Statements of Operations HTML 143K
22: R4 Consolidated Statements of Comprehensive (Loss) HTML 45K
Income
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24: R6 Consolidated Statements of Cash Flows HTML 185K
25: R7 Nature of Operations and Organization HTML 40K
26: R8 Significant Accounting Policies HTML 127K
27: R9 (Loss) Income Per Common Unit HTML 86K
28: R10 Acquisitions HTML 38K
29: R11 Property, Plant and Equipment HTML 87K
30: R12 Goodwill HTML 67K
31: R13 Intangible Assets HTML 103K
32: R14 Long-Term Debt HTML 169K
33: R15 Commitments and Contingencies HTML 118K
34: R16 Equity HTML 183K
35: R17 Fair Value of Financial Instruments HTML 95K
36: R18 Segments HTML 130K
37: R19 Transactions with Affiliates HTML 78K
38: R20 Employee Benefit Plan HTML 38K
39: R21 Revenue from Contracts with Customers HTML 68K
40: R22 Leases HTML 69K
41: R23 Allowance for Current Expected Credit Loss HTML 56K
42: R24 Other Matters HTML 53K
43: R25 Discontinued Operations HTML 63K
44: R26 Significant Accounting Policies (Policies) HTML 122K
45: R27 Commitment and Contingencies (Policies) HTML 37K
46: R28 Equity (Policies) HTML 37K
47: R29 Revenue from Contracts with Customers (Policies) HTML 48K
48: R30 Leases (Policies) HTML 43K
49: R31 Allowance for Current Expected Credit Loss HTML 38K
(Policies)
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51: R33 (Loss) Income Per Common Unit (Tables) HTML 89K
52: R34 Property, Plant and Equipment (Tables) HTML 91K
53: R35 Goodwill (Tables) HTML 55K
54: R36 Intangible Assets (Tables) HTML 154K
55: R37 Long-Term Debt (Tables) HTML 161K
56: R38 Commitments and Contingencies (Tables) HTML 112K
57: R39 Equity (Tables) HTML 161K
58: R40 Fair Value of Financial Instruments (Tables) HTML 106K
59: R41 Segments (Tables) HTML 135K
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61: R43 Revenue from Contracts with Customers (Tables) HTML 50K
62: R44 Leases (Tables) HTML 67K
63: R45 Allowance for Current Expected Credit Loss HTML 56K
(Tables)
64: R46 Discontinued Operations (Tables) HTML 64K
65: R47 Nature of Operations and Organization (Details) HTML 37K
66: R48 Significant Accounting Policies - Income Taxes HTML 44K
(Details)
67: R49 Significant Accounting Policies - Inventories HTML 49K
(Details)
68: R50 Significant Accounting Policies - Investments in HTML 66K
Unconsolidated Entities (Details)
69: R51 Significant Accounting Policies - Other Noncurrent HTML 59K
Assets (Details)
70: R52 Significant Accounting Policies - Accrued Expenses HTML 57K
and Other Payables (Details)
71: R53 Significant Accounting Policies - Recent HTML 37K
Accounting Pronouncements (Details)
72: R54 (Loss) Income Per Common Unit (Details) HTML 98K
73: R55 Acquisitions - Kalkaska (Details) HTML 38K
74: R56 Acquisitions - Hillstone (Details) HTML 44K
75: R57 Property, Plant and Equipment (Details) HTML 121K
76: R58 Goodwill (Details) HTML 56K
77: R59 Goodwill Impairment (Details) HTML 53K
78: R60 Intangible Assets (Details) HTML 106K
79: R61 Intangible Assets - Amortization (Details) HTML 64K
80: R62 Long-Term Debt (Details) HTML 100K
81: R63 Long Term Debt - 2026 Senior Secured Notes HTML 48K
(Details)
82: R64 Long-Term Debt - Asset Based Credit Facility HTML 61K
(Details)
83: R65 Long-Term Debt - Senior Unsecured Notes (Details) HTML 86K
84: R66 Long-Term Debt - Credit Agreement (Details) HTML 43K
85: R67 Long-Term Debt - Term Credit Agreement (Details) HTML 44K
86: R68 Long-Term Debt - Bridge Term Credit Agreement HTML 40K
(Details)
87: R69 Long-Term Debt - Sawtooth Credit Agreement HTML 48K
(Details)
88: R70 Long-Term Debt - Other Long-Term Debt (Details) HTML 40K
89: R71 Long-Term Debt - Debt Maturity Schedule (Details) HTML 64K
90: R72 Long-Term Debt - Amortization of Debt Issuance HTML 51K
Costs (Details)
91: R73 Commitments and Contingencies - Legal HTML 42K
Contingencies (Details)
92: R74 Commitments and Contingencies - Environmental HTML 43K
Matters (Details)
93: R75 Commitments and Contingencies - Asset Retirement HTML 48K
Obligations (Details)
94: R76 Commitments and Contingencies - Other Commitments HTML 60K
(Details)
95: R77 Commitments and Contingencies - Pipeline Capacity HTML 48K
Agreements (Details)
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Commitments (Details)
97: R79 Commitments and Contingencies - Sales Commitments HTML 87K
(Details)
98: R80 Equity - Partnership Equity and General Partner HTML 55K
Contributions (Details)
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100: R82 Equity - Distributions (Details) HTML 45K
101: R83 Equity - Class A Convertible Preferred Units HTML 102K
(Details)
102: R84 Equity - Class B Preferred Units (Details) HTML 75K
103: R85 Equity - Class C Preferred Units (Details) HTML 68K
104: R86 Equity - Class D Preferred Units (Details) HTML 119K
105: R87 Equity - Equity-Based Incentive Compensation - HTML 85K
Service Awards (Details)
106: R88 Equity - Equity-Based Incentive Compensation - HTML 52K
Performance Awards (Details)
107: R89 Equity - Equity-Based Compensation - LTIP HTML 53K
(Details)
108: R90 Fair Value of Financial Instruments - Fair Value HTML 77K
of Commodity Derivative Assets and Liabilities
(Details)
109: R91 Fair Value of Financial Instruments - Derivative HTML 60K
Contract Positions (Details)
110: R92 Fair Value of Financial Instruments - (Losses) HTML 37K
Gains From Commodity Derivatives (Details)
111: R93 Fair Value of Financial Instruments - Interest HTML 46K
Rate Risk (Details)
112: R94 Fair Value of Financial Instruments - Fair Value HTML 44K
of Fixed-Rate Notes (Details)
113: R95 Segments (Details) HTML 105K
114: R96 Transactions with Affiliates - Related Party HTML 60K
Transactions (Details)
115: R97 Transactions with Affiliates - Other Related Party HTML 81K
Transactions (Details)
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117: R99 Revenue from Contracts with Customers - Revenue HTML 37K
Agreements (Details)
118: R100 Revenue from Contracts with Customers - HTML 59K
Performance Obligations (Details)
119: R101 Revenue from Contracts with Customers - Contract HTML 43K
Assets and Liabilities (Details)
120: R102 Leases - Lessee Impact of Adoption (Details) HTML 38K
121: R103 Leases - Lessee Balance Sheet and Income Statement HTML 53K
Information (Details)
122: R104 Leases - Lease Expense (Details) HTML 45K
123: R105 Leases - Lessee Maturities of Operating Lease HTML 53K
Obligations (Details)
124: R106 Leases - Lessee Supplemental Cash Flow and HTML 39K
Non-Cash Information (Details)
125: R107 Leases - Lessor Income Statement Information HTML 44K
(Details)
126: R108 Leases - Lessor Future Minimum Lease Payments HTML 49K
Receivable (Details)
127: R109 Allowance for Current Expected Credit Loss HTML 58K
(Details)
128: R110 Other Matters - Third-party Loan Receivable HTML 45K
(Details)
129: R111 Other Matters - Third-party Bankruptcy (Details) HTML 51K
130: R112 Other Matters - Sale of Certain Assets (Details) HTML 40K
131: R113 Other Matters - Sale of South Pecos Water Disposal HTML 51K
Business (Details)
132: R114 Other Matters - Sale of Bakken Saltwater Disposal HTML 44K
Business (Details)
133: R115 Other Matters - Sale of E Energy Adams, LLC HTML 47K
(Details)
134: R116 Other Matters - Sawtooth Joint Venture (Details) HTML 43K
135: R117 Discontinued Operations (Details) HTML 111K
137: XML IDEA XML File -- Filing Summary XML 252K
18: XML XBRL Instance -- ngl-20210331_htm XML 4.71M
136: EXCEL IDEA Workbook of Financial Reports XLSX 206K
14: EX-101.CAL XBRL Calculations -- ngl-20210331_cal XML 336K
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138: JSON XBRL Instance as JSON Data -- MetaLinks 612± 937K
139: ZIP XBRL Zipped Folder -- 0001504461-21-000025-xbrl Zip 1.11M
‘EX-4.21’ — Instrument Defining the Rights of Security Holders
SEVENTH SUPPLEMENTAL INDENTURE, dated as of February 18, 2021 (this “Supplemental Indenture”), among NGL Energy Partners LP, a Delaware limited partnership (the
“Company”), NGL Energy Finance Corp., a Delaware corporation (“Finance Corp.,” and, together with the Company, the “Issuers”), the Person listed on Exhibit A to this Supplemental Indenture (the “Guaranteeing Subsidiary”), the other Guarantors (as defined in the Indenture referred to below), and U.S. Bank National Association, as trustee under the Indenture referred to below (the “Trustee”).
W
I T N E S S E T H
WHEREAS, the Issuers and certain Subsidiaries of the Company have heretofore executed and delivered to the Trustee an indenture, dated as of October 24, 2016 (the “Original Indenture”), providing for the issuance by the Issuers of 7.5% Senior Notes due 2023 (the “Notes”);
WHEREAS, the Original Indenture
as amended and supplemented by the First Supplemental Indenture, the Second Supplemental Indenture, the Third Supplemental Indenture, the Fourth Supplemental Indenture, the Fifth Supplemental Indenture and the Sixth Supplemental Indenture is referred to herein as the “Indenture”;
WHEREAS,
the Indenture provides that under certain circumstances, the Guaranteeing Subsidiary shall execute and deliver to the Trustee a supplemental indenture pursuant to which the Guaranteeing Subsidiary shall unconditionally guarantee all of the Issuers’ Obligations under the Notes and the Indenture on the terms and conditions set forth herein (the “Note Guarantee”); and
WHEREAS, pursuant to Section 9.01 of the Indenture, the Trustee is authorized to execute and deliver this Supplemental Indenture.
NOW,
THEREFORE, in consideration of the foregoing and for other good and valuable consideration, the receipt of which is hereby acknowledged, the Guaranteeing Subsidiary and the Trustee mutually covenant and agree for the equal and ratable benefit of the Holders of the Notes as follows:
1.CAPITALIZED TERMS. Capitalized terms used herein without definition shall have the meanings assigned to them in the Indenture.
2.AGREEMENT TO GUARANTEE. The Guaranteeing
Subsidiary hereby agrees to provide an unconditional Guarantee on the terms and subject to the conditions set forth in the Note Guarantee and in the Indenture including but not limited to Article 10 thereof.
3.EXECUTION AND DELIVERY. The Guaranteeing Subsidiary agrees that the Note Guarantees shall remain in full force and effect notwithstanding any failure to endorse on each Note a notation of such Note Guarantee.
4.NO RECOURSE AGAINST OTHERS. No past, present or future director, officer, partner, employee, incorporator, organizer, manager, unitholder or other owner of Capital Stock (as defined in the Indenture)
of the Guaranteeing Subsidiary or agent thereof, as such, shall have any liability for any obligations of the Issuers, the Guarantors, or the Guaranteeing Subsidiary or any other Subsidiary of an Issuer providing a Note Guarantee under the Notes, any Note Guarantees, the Indenture or this Supplemental Indenture or for any claim based on, in respect of, or by reason of, such obligations or their creation. Each Holder of the Notes by accepting a Note waives and releases all such liability. The waiver and release are part of the consideration for issuance of the Notes. Such waiver may not be effective to waive liabilities under the federal securities laws and it is the view of the SEC that such a waiver is against public policy.
5.NEW
YORK LAW TO GOVERN. THE LAW OF THE STATE OF NEW YORK SHALL GOVERN AND BE USED TO CONSTRUE THIS SUPPLEMENTAL INDENTURE.
6.COUNTERPARTS. The parties may sign any number of copies of this Supplemental Indenture. Each signed copy shall be an original, but all of them together represent the same agreement. The exchange of signed copies of this Supplemental Indenture by facsimile transmission or emailed portable document format (pdf) shall constitute effective execution and delivery of this Supplemental Indenture as
to the parties hereto and such copies may be used in lieu of the original Supplemental Indenture for all purposes. Signatures of the parties hereto transmitted by facsimile or portable document format (pdf) shall be deemed to be their original signatures for all purposes other than authentication of Notes by the Trustee.
7.EFFECT OF HEADINGS. The Section headings herein are for convenience only and shall not affect the construction hereof.
8.THE TRUSTEE. The Trustee shall not be responsible in any manner whatsoever for or in respect of the validity or sufficiency of this Supplemental Indenture
or for or in respect of the recitals contained herein, all of which recitals are made solely by the Guaranteeing Subsidiary and the Issuers.
(Signature Pages Follow)
2
IN WITNESS WHEREOF, the parties hereto have caused this Supplemental Indenture to be duly executed and attested, all as of the date first above written.
