LONG-TERM DEBT	9 Months Ended
Sep. 30, 2022
LONG-TERM DEBT.
LONG-TERM DEBT	NOTE 8—LONG-TERM DEBT On June 7, 2022, the Partnership entered into Amendment No. 3 (the “Third Credit Agreement Amendment”) to the Partnership’s existing Credit Agreement, dated as of January 11, 2017 (as amended by that certain Amendment No. 1 to Credit Agreement, dated as of July 12, 2018, and that certain Amendment No. 2 to Credit Agreement, dated as of December 8, 2020, and as otherwise amended or modified prior to such date, the “Credit Agreement” and the Credit Agreement, as amended by the Third Credit Agreement Amendment, the “Amended Credit Agreement”), with certain subsidiaries of the Partnership, as guarantors, the lenders party thereto and Citibank as administrative agent. The Third Credit Agreement Amendment amended the Credit Agreement to, among other things, (i) increase (1) the aggregate elected commitments under the Amended Credit Agreement’s senior secured revolving credit facility (the “Credit Facility”) and (2) the borrowing base under the Credit Facility, in each case, from $275.0 million to $300.0 million and (ii) effect a transition of the benchmark interest rate from the London interbank offered rate (“LIBOR”) to the secured overnight financing rate (“SOFR”), by replacing the term “LIBOR” with the term “SOFR” for one, three or six month interest periods, plus a fixed credit spread adjustment of 10, 15 and 25 basis points for 1-month, 3-month and 6-month Term SOFR loans (as defined in the Amended Credit Agreement), respectively. The Amended Credit Agreement contains various affirmative, negative and financial maintenance covenants. These covenants limit the Partnership’s ability to, among other things, incur or guarantee additional debt, make distributions on, or redeem or repurchase, common units representing limited partner interests in the Partnership (“common units”) and common units of the Operating Company (“OpCo common units”), make certain investments and acquisitions, incur certain liens or permit them to exist, enter into certain types of transactions with affiliates, merge or consolidate with another company and transfer, sell or otherwise dispose of assets. The Amended Credit Agreement also contains covenants requiring the Partnership to maintain the following financial ratios or to reduce the Partnership’s indebtedness if the Partnership is unable to comply with such ratios: (i) a Debt to EBITDAX Ratio of not more than 3.5 to 1.0; and (ii) a ratio of current assets to current liabilities of not less than 1.0 to 1.0. The Amended Credit Agreement also contains customary events of default, including non-payment, breach of covenants, materially incorrect representations, cross default, bankruptcy and change of control. During the nine months ended September 30, 2022, the Partnership borrowed an additional $43.2 million under the secured revolving credit facility and repaid approximately $56.4 million of the outstanding borrowings. As of September 30, 2022, the Partnership’s outstanding balance was $203.9 million. The Partnership was in compliance with all covenants included in the secured revolving credit facility as of September 30, 2022. As of September 30, 2022, borrowings under the secured revolving credit facility bore interest at SOFR plus a margin of 3.50% or the ABR (as defined in the Amended Credit Agreement) plus a margin of 2.50%. For the three and nine months ended September 30, 2022, the weighted average interest rate on the Partnership’s outstanding borrowings was 5.54% and 4.79%, respectively. The 1-week and 2-month U.S. dollar LIBOR settings ceased to be published after December 31, 2021, and the U.K. Financial Conduct Authority intends to stop persuading or compelling banks to submit LIBOR rates for the remaining U.S. dollar settings after June 30, 2023. In response, the Partnership’s secured revolving credit facility has transitioned to the use of the SOFR published by the Federal Reserve Bank of New York in replacement of LIBOR.

LONG-TERM DEBT

9 Months Ended

Sep. 30, 2022

NOTE 8—LONG-TERM DEBT

On June 7, 2022, the Partnership entered into Amendment No. 3 (the “Third Credit Agreement Amendment”) to the Partnership’s existing Credit Agreement, dated as of January 11, 2017 (as amended by that certain Amendment No. 1 to Credit Agreement, dated as of July 12, 2018, and that certain Amendment No. 2 to Credit Agreement, dated as of December 8, 2020, and as otherwise amended or modified prior to such date, the “Credit Agreement” and the Credit Agreement, as amended by the Third Credit Agreement Amendment, the “Amended Credit Agreement”), with certain subsidiaries of the Partnership, as guarantors, the lenders party thereto and Citibank as administrative agent.

The Third Credit Agreement Amendment amended the Credit Agreement to, among other things, (i) increase (1) the aggregate elected commitments under the Amended Credit Agreement’s senior secured revolving credit facility (the “Credit Facility”) and (2) the borrowing base under the Credit Facility, in each case, from $275.0 million to $300.0 million and (ii) effect a transition of the benchmark interest rate from the London interbank offered rate (“LIBOR”) to the secured overnight financing rate (“SOFR”), by replacing the term “LIBOR” with the term “SOFR” for one, three or six month

interest periods, plus a fixed credit spread adjustment of 10, 15 and 25 basis points for 1-month, 3-month and 6-month Term SOFR loans (as defined in the Amended Credit Agreement), respectively.

The Amended Credit Agreement contains various affirmative, negative and financial maintenance covenants. These covenants limit the Partnership’s ability to, among other things, incur or guarantee additional debt, make distributions on, or redeem or repurchase, common units representing limited partner interests in the Partnership (“common units”) and common units of the Operating Company (“OpCo common units”), make certain investments and acquisitions, incur certain liens or permit them to exist, enter into certain types of transactions with affiliates, merge or consolidate with another company and transfer, sell or otherwise dispose of assets. The Amended Credit Agreement also contains covenants requiring the Partnership to maintain the following financial ratios or to reduce the Partnership’s indebtedness if the Partnership is unable to comply with such ratios: (i) a Debt to EBITDAX Ratio of not more than 3.5 to 1.0; and (ii) a ratio of current assets to current liabilities of not less than 1.0 to 1.0. The Amended Credit Agreement also contains customary events of default, including non-payment, breach of covenants, materially incorrect representations, cross default, bankruptcy and change of control.

During the nine months ended September 30, 2022, the Partnership borrowed an additional $43.2 million under the secured revolving credit facility and repaid approximately $56.4 million of the outstanding borrowings. As of September 30, 2022, the Partnership’s outstanding balance was $203.9 million. The Partnership was in compliance with all covenants included in the secured revolving credit facility as of September 30, 2022.

As of September 30, 2022, borrowings under the secured revolving credit facility bore interest at SOFR plus a margin of 3.50% or the ABR (as defined in the Amended Credit Agreement) plus a margin of 2.50%. For the three and nine months ended September 30, 2022, the weighted average interest rate on the Partnership’s outstanding borrowings was 5.54% and 4.79%, respectively.

The 1-week and 2-month U.S. dollar LIBOR settings ceased to be published after December 31, 2021, and the U.K. Financial Conduct Authority intends to stop persuading or compelling banks to submit LIBOR rates for the remaining U.S. dollar settings after June 30, 2023. In response, the Partnership’s secured revolving credit facility has transitioned to the use of the SOFR published by the Federal Reserve Bank of New York in replacement of LIBOR.