UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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| Item 1.01 | Entry into a Material Definitive Agreement. |
Amendments to Existing Commercial Agreements with Hess
On December 23, 2020, certain indirect subsidiaries (the “Midstream Parties”) of Hess Midstream LP (the “Company”) and certain indirect subsidiaries of Hess Corporation (“Hess”) entered into an amendment (collectively, the “Amendments”) to each of the following commercial agreements:
| • | Second Amended and Restated Gas Processing and Fractionation Agreement by and between Hess Trading Corporation, an indirect wholly owned subsidiary of Hess (“HTC”), and Hess Bakken Processing LLC, an indirect subsidiary of the Company; |
| • | Second Amended and Restated Terminal and Export Services Agreement by and between HTC and Hess North Dakota Export Logistics LLC, an indirect subsidiary of the Company; |
| • | Amended and Restated Crude Oil Gathering Agreement by and between HTC and Hess North Dakota Pipelines LLC, an indirect subsidiary of the Company (“HNDPL”); and |
| • | Second Amended and Restated Gas Gathering Agreement by and between HTC and HNDPL. |
The parties entered into the Amendments in order to, among other things, account for actual operating expenses and maintenance capital expenditures incurred from and after January 1, 2021 instead of forecasted operating expenses and maintenance capital expenditures in the redetermination methodology used in recalculating the fees payable by HTC to the applicable Midstream Party under each of the existing commercial agreements. Each of the Amendments will be effective on January 1, 2021.
The foregoing description of the Amendments does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the Amendments, which are filed as Exhibits 10.1, 10.2, 10.3 and 10.4 to this Current Report on Form 8-K and incorporated herein by reference.
Relationships
The Company is managed and controlled by Hess Midstream GP LLC (“GP LLC”) which is the general partner of Hess Midstream GP LP, the general partner of the Company (the “General Partner”). GP LLC is wholly owned by Hess Infrastructure Partners GP LLC (“HIP”), and HIP is owned 50% by Hess Investments North Dakota LLC (“HINDL”), a subsidiary of Hess, and 50% by GIP II Blue Holding Partnership, L.P., an entity managed by Global Infrastructure Management (“GIP”). As a result, certain individuals, including officers and directors of Hess, GIP, HIP and the General Partner, serve as officers and/or directors of more than one of such other entities. In addition, each of HINDL and GIP has beneficial ownership of 449,000 Class A shares representing limited partner interests in the Company (“Class A Shares”), 133,208,464 Class B shares representing limited partner interests in the Company (“Class B Shares”) and 133,208,464 Class B units representing limited partner interests in Hess Midstream Operations LP (“Class B Units”), a subsidiary of the Company that holds all of the Company’s operating assets. Such Class A Shares, Class B Shares and Class B Units collectively represent an approximate 94% voting interest and 5% economic interest in the Company and an approximate 93.68% economic interest in Hess Midstream Operations LP.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| HESS MIDSTREAM LP | ||||||
| By: | Hess Midstream GP LP, | |||||
| its general partner | ||||||
| By: | Hess Midstream GP LLC, | |||||
| its general partner | ||||||
| Date: December 23, 2020 | By: | /s/ Jonathan C. Stein | ||||
| Name: | Jonathan C. Stein | |||||
| Title: | Chief Financial Officer | |||||