Summit Midstream (SMC) Proxy filing summary

Executive summary

• Reported a third quarter 2024 net loss of $197.5 million, driven by a $142.6 million non-cash income tax expense related to establishing a deferred tax liability from the C-Corp conversion.

• Adjusted EBITDA reached $45.2 million, up 9% quarter-over-quarter, with distributable cash flow of $22.1 million and free cash flow of $9.9 million.

• Closed the C-Corp conversion, refinanced debt, and announced the acquisition of Tall Oak Midstream III, with the shareholder vote scheduled for November 29, 2024.

• Connected 38 wells in Q3, maintained six active drilling rigs, and made a $10 million investment decision for Rockies optimization, expected to improve margins in Q2 2025.

• Average daily natural gas throughput decreased 6.8% to 667 MMcf/d, while Double E Pipeline volumes increased 20.4% quarter-over-quarter.

Voting matters and shareholder proposals

• Definitive proxy filed for the special meeting of stockholders to approve the Tall Oak Midstream III acquisition, scheduled for November 29, 2024.

• Shareholders are encouraged to vote on the proposed transaction.

Board of directors and corporate governance

• Board continued suspension of cash dividends on common and Series A preferred shares for Q3 2024; unpaid preferred dividends will continue to accumulate.

• Directors and executive officers are participants in the proxy solicitation for the Tall Oak acquisition.