UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

~~Washington~~WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of report (Date of earliest event reported): ~~July~~August 2516, 2023

CRESTWOOD MIDSTREAM PARTNERS LP

(Exact ~~name~~Name of Registrant as ~~specified~~Specified in ~~its~~Its ~~charter~~Charter)

DELAWARE	001-35377	20-1647837
Delaware	001-35377	20-1647837
(State of incorporation or organization)	(Commission file number)	(I.R.S. employer identification number)
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

811 Main St., Suite 3400

Houston, TX 77002

(Address of principal executive offices) ~~(Zip code)~~

~~Registrant’s telephone number, including area code:~~ (832) 519-2200

(Registrant’s Telephone Number, including Area Code)

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities ~~Registered~~ registered pursuant to Section 12(b) ~~of the Act~~:

~~Tile~~Title of each class Trading Symbol(s) Name of each exchange on which registered NONE NONE NONE

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 1 7.01. ~~Entry~~Regulation ~~into~~FD ~~a Material Definitive Agreement~~ Disclosure.

On ~~July~~August 2516, 2023, Crestwood ~~Midstream~~Equity Partners LP, a Delaware limited partnership and indirect parent of Crestwood Midstream Partners LP (the “~~CMLP~~Partnership”), CNentered ~~Jackalope~~into ~~Holdings~~an Agreement and Plan of Merger (the “Merger Agreement”) by and among the Partnership, ~~LLC~~Energy Transfer LP, a Delaware limited ~~liability~~partnership ~~company~~ (“~~Jackalope~~Energy ~~Holdings~~Transfer” or “Parent”), ~~and~~LE GP, ~~solely~~LLC, a Delaware limited liability company (for the limited purposes set forth therein,) ~~Crestwood~~and ~~Equity~~Pachyderm ~~Partners~~Merger LPSub LLC (“~~CEQP~~Merger Sub”), ~~entered~~a ~~into~~Delaware alimited ~~Fourth~~liability ~~Amended~~company and ~~Restated~~direct ~~Limited~~wholly ~~Liability~~owned ~~Company~~subsidiary ~~Agreement~~of (Parent. Upon the ~~“Crestwood~~terms ~~Niobrara~~and ~~Company~~subject ~~Agreement”)~~to ~~for~~the ~~Crestwood~~conditions ~~Niobrara~~set ~~LLC~~forth in the Merger Agreement, athe ~~Delaware~~Partnership ~~limited~~will ~~liability~~merge ~~company~~with and into Merger Sub (the “~~Niobrara~~Merger”), towith beMerger ~~effective~~Sub surviving the Merger as ofa ~~July 25,~~wholly ~~2023~~owned subsidiary of Parent.

~~CEQP~~A ~~indirectly~~copy ~~controls~~of ~~Niobrara~~the ~~through~~joint ~~its~~press ~~ownership~~release ofissued ~~Crestwood~~on ~~Midstream GP~~August 16, ~~LLC,~~2023 regarding the ~~general~~Merger ~~partner~~is ofattached ~~CMLP,~~hereto ~~which~~as inExhibit ~~turn~~99.1 and is ~~the~~incorporated ~~managing~~into ~~member~~this ofItem ~~Niobrara~~7.01 by reference.

~~The~~In ~~Crestwood~~accordance ~~Niobrara~~with ~~Company~~General ~~Agreement~~Instruction ~~includes~~B.2 ~~amendments that give Niobrara the right to redeem a total~~ of ~~103,622,286 Series A~~Form 8-~~2 Preferred Units and 138~~K,~~765,288~~ the ~~Series~~information ~~A-3~~furnished ~~Preferred~~pursuant ~~Units~~to ~~(but~~Item no7.01 ~~less~~and ~~than~~the ~~such~~press ~~total~~release ~~amount),~~attached onhereto oras ~~after~~Exhibit ~~January~~ 99.1, ~~2024~~shall ~~until~~not onbe ordeemed ~~before~~to ~~January 5,~~be ~~2024,~~“filed” for apurposes ~~price~~of ~~equal~~Section 18 ~~to an agreed multiple~~ of the ~~sum~~Securities ofExchange ~~$1.00~~Act ~~plus any additional amount necessary for Jackalope Holdings to achieve a certain rate~~ of ~~return~~1934, ~~with~~as ~~respect~~amended ~~to each Series A-2 Preferred Unit and Series A-3 Preferred Unit~~ (~~collectively,~~ the “~~Series~~Exchange ~~A Preferred Units~~Act”) ~~so redeemed~~, ~~calculated~~or asotherwise ofsubject ~~close of business on the day prior~~ to the ~~date~~liabilities of ~~such~~that ~~redemption~~section, ~~payable~~nor inshall ~~cash, immediately upon~~ such ~~redemption~~information ~~(any~~be ~~such~~deemed ~~redemption,~~incorporated ~~the~~by ~~“Special~~reference ~~Partial~~in ~~Redemption”)~~any ~~and~~filing ifunder ~~such~~the ~~Special~~Securities ~~Partial~~Act ~~Redemption~~of ~~occurs~~1933, ~~certain~~as ~~dates~~amended ~~for~~(the ~~optional~~“Securities ~~redemption~~Act”), or ~~holder~~the ~~requested~~Exchange ~~redemption~~Act, ~~are~~except ~~extended~~as ~~and~~shall ~~certain~~be ~~economic~~expressly ~~terms~~set offorth ~~the~~by ~~Series~~specific Areference ~~Preferred~~in ~~Units~~such ~~that~~a ~~remain outstanding will be adjusted as described below~~filing.

IfImportant ~~the~~Information ~~Special~~about ~~Partial Redemption occurs: (i)~~ the ~~accordion~~Transaction feature, allowing for additional draws from the holders of Series A Preferred Units to fund approved capital projects will be terminated; (ii) the rate of return that Jackalope Holdings will be entitled to receive with respect to a Series A Preferred Unit in connection with a redemption thereof, as described below, will be increased from 10% to 11% for the period starting January 1, 2024 (and ~~the~~Where ~~multiple applicable in the case of CMLP initiated redemptions increased from 1.10~~ to ~~1.11~~Find ~~for~~It the period until December 31, 2025); (iii) Jackalope Holdings’ right to cause Niobrara to effect a sale will be tolled for two years until after December 31, 2025; (iv) the quarterly distribution payable in respect of the Series A Preferred Units will be increased from $00.025 to $00.0275 commencing January 1, 2024; (v) the 115% premium on the price per Series A Preferred Unit applicable in the event that Niobrara undergoes a change of control will be extended for two additional years until December 28, 2024; and (vi) the right of CMLP and Jackalope Holdings to receive quarterly distributions of 100% of Niobrara’s available cash, on a pro rata basis (with Jackalope Holdings’ share reduced by any distributions paid to it), until Jackalope Holdings has received an amount required to provide it a certain rate of return will be tolled for two years until after December 31, 2025.

AtIn ~~any~~connection ~~time~~with ~~following~~the ~~(i) if~~proposed ~~the~~transaction ~~Special~~between ~~Partial~~Energy ~~Redemption~~Transfer ~~has~~and ~~not~~the ~~occurred~~Partnership, ~~December 31,~~Energy ~~2022,~~Transfer and ~~(ii) if~~the Partnership will file relevant materials with the ~~Special~~Securities ~~Partial~~and ~~Redemption~~Exchange ~~has~~Commission ~~occurred,~~(the ~~December 31~~“SEC”), ~~2024,~~including ~~subject~~a toregistration ~~certain~~statement ~~conditions,~~on ~~CMLP~~Form ~~may~~S-4 ~~cause~~filed ~~Niobrara~~by toEnergy ~~redeem~~Transfer ~~all~~that will include a proxy statement of the ~~outstanding~~Partnership ~~Series~~that Aalso ~~Preferred~~constitutes ~~Units~~a ~~for~~prospectus aof ~~price~~Energy ~~equal~~Transfer. toA andefinitive ~~agreed~~proxy ~~multiple~~statement/prospectus ofwill ~~the~~be ~~sum~~mailed to unitholders of $1the Partnership.00 ~~plus~~This ~~any~~communication ~~additional~~is ~~amount~~not ~~necessary~~a substitute for ~~Jackalope~~the ~~Holdings~~registration tostatement, ~~achieve~~proxy astatement ~~certain~~or ~~rate~~prospectus ofor ~~return~~any ~~with~~other ~~respect~~document tothat ~~each~~Energy ~~Series~~Transfer Aor ~~Preferred~~the ~~Unit~~Partnership so(as ~~redeemed,~~applicable) ~~which~~may ~~amount~~file ~~may~~with bethe ~~payable~~SEC atin connection with the ~~option~~proposed oftransaction. ~~CMLP~~BEFORE ~~by:~~MAKING ~~(i) paying~~ANY ~~cash~~VOTING OR INVESTMENT DECISION, ~~(ii) issuing~~INVESTORS ~~CEQP~~AND ~~common~~SECURITY ~~units~~HOLDERS ~~(“CEQP~~OF ~~Units”)~~ENERGY orTRANSFER ~~(iii) redeeming~~AND ~~all~~THE ofPARTNERSHIP ~~the~~ARE ~~then-outstanding~~URGED ~~Series~~TO AREAD ~~Preferred~~THE ~~Units~~REGISTRATION ~~using~~STATEMENT, ~~the~~THE ~~cash~~PROXY ~~proceeds~~STATEMENT/PROSPECTUS ofAND ~~the~~ANY ~~sale~~OTHER ofRELEVANT ~~some~~DOCUMENTS orTHAT ~~all~~ARE ofFILED ~~the~~OR ~~operating~~WILL ~~assets~~BE ofFILED ~~Niobrara~~WITH THE SEC, ~~and~~AS toWELL ~~the~~AS ~~extent~~ANY ~~the~~AMENDMENTS ~~proceeds~~OR ~~from~~SUPPLEMENTS ~~such~~TO ~~sale~~THESE ~~are~~DOCUMENTS, ~~less~~CAREFULLY ~~than~~AND ~~the~~IN ~~determined~~THEIR ~~redemption~~ENTIRETY ~~price,~~WHEN ~~issuing~~THEY ~~CEQP~~BECOME ~~Units.~~AVAILABLE ~~Such~~BECAUSE ~~election~~THEY isCONTAIN ~~subject~~OR toWILL ~~certain~~CONTAIN ~~restrictions,~~IMPORTANT ~~including~~INFORMATION ~~that~~ABOUT ~~the~~THE ~~options~~PROPOSED ~~set~~TRANSACTION ~~forth~~AND inRELATED ~~clause~~MATTERS. ~~(ii)~~ Investors and, ifsecurity holders may obtain free copies of the ~~sale~~registration ~~described~~statement inand ~~clause~~the proxy statement/prospectus (~~iii~~when they become available) is, ~~not~~as ofwell ~~all~~as orother ~~substantially~~filings ~~all~~containing ofimportant ~~the~~information ~~assets~~about ofEnergy ~~Niobrara~~Transfer toor athe ~~person~~Partnership, ~~that~~without ischarge ~~not~~at anthe ~~affiliate~~SEC’s ofwebsite, ~~either~~at http://www.sec.gov. Copies of ~~CMLP~~the ordocuments ~~Jackalope~~filed ~~Holdings,~~with ~~clause~~the ~~(iii) above~~SEC ~~shall~~by ~~not~~Energy Transfer will be available iffree ~~the~~of ~~aggregate~~charge ~~value~~on ofEnergy ~~the~~Transfer’s ~~CEQP~~website ~~Units~~at ~~issued~~www.energytransfer.com tounder ~~Jackalope~~the ~~Holdings~~tab in“Investor ~~such~~Relations” and ~~previous~~then ~~redemptions~~under ~~exceeds~~the ~~(a)~~tab ~~$100 million,~~“SEC ifFilings” ~~the~~or ~~Special~~by ~~Partial~~directing ~~Redemption~~a ~~has~~request ~~not~~to ~~occurred~~Investor Relations, ~~and~~Energy ~~(b) if~~Transfer ~~the~~LP, ~~Special~~8111 ~~Partial~~Westchester ~~Redemption~~Drive, ~~has~~Suite ~~occurred~~600, ~~$41.4 million~~Dallas, ~~and~~TX ~~that~~75225, ~~the~~Tel. ~~number~~No. of(214) ~~CEQP~~981-0795 ~~Units~~or ~~issued~~to ~~pursuant~~investorrelations@energytransfer.com. toCopies ~~such~~of ~~election~~the ~~shall~~documents ~~not~~filed ~~exceed~~with the ~~total~~SEC ~~number~~by ofthe ~~preferred~~Partnership ~~units~~will ~~issued~~be toavailable ~~Jackalope~~free ~~Holdings~~of ~~that~~charge ~~are~~on ~~then~~the ~~outstanding~~Partnership’s website at www.crestwoodlp.com ~~Notwithstanding~~under the ~~foregoing,~~tab ~~upon~~“Investors” ~~notification~~and ofthen ~~such~~under ~~pending~~the ~~redemption,~~tab ~~Jackalope~~“SEC ~~Holdings~~Filings” ~~can~~or ~~elect~~by todirecting ~~have~~a ~~all~~request ofto ~~its~~Investor ~~Series~~Relations, ACrestwood ~~Preferred~~Equity ~~Units~~Partners LP, ~~all~~811 ofMain ~~its~~Street, ~~Series A-2 Preferred~~Suite ~~Units~~3400, orHouston, ~~all~~TX of77002, ~~its~~Tel. ~~Series A~~No. (832) 519-~~3 Preferred~~2200 ~~Units~~or ~~converted~~to ~~into~~investorrelations@crestwoodlp.com. ~~Niobrara~~The ~~common~~information ~~units~~included byon, ~~providing~~or ~~written~~accessible ~~notice~~through, toEnergy ~~CMLP~~Transfer’s ~~and~~or ~~CMLP~~the ~~shall~~Partnership’s ~~redeem~~website ~~the~~is ~~remaining~~not ~~Series~~incorporated Aby ~~Preferred~~reference ~~Units~~into ~~not~~this ~~converted~~communication.

AtParticipants any time following (i) if the Special Partial Redemption has not occurred, December 31, 2022, and (ii) if the Special Partial Redemption has occurred, December 31, 2024, subject to certain conditions, CMLP may cause Niobrara to redeem all of the outstanding Series A-3 Preferred Units for a price equal to an agreed multiple of the sum of $1.00 plus any additional amount necessary for Jackalope Holdings to achieve a certain rate of return with respect to each Series A-3 Preferred Unit so redeemed, which amount may be payable at the option of CMLP by: (i) paying cash or (ii) issuing CEQP Units. Such election is subject to certain restrictions, including that the option set forth in ~~clause (ii) above shall not be available if~~ the ~~aggregate~~Solicitation value of the CEQP Units issued to Jackalope Holdings in such and previous redemptions exceeds (a) $100 million, if the Special Partial Redemption has not occurred, and (b) if the Special Partial Redemption has occurred, $41.4 million, and that the number of CEQP Units issued pursuant to such election shall not exceed the total number of preferred units issued to Jackalope Holdings that are then outstanding. Notwithstanding the foregoing, upon notification of such pending redemption, Jackalope Holdings can elect to have all of its Series A Preferred Units converted into Niobrara common units by providing written notice to CMLP.

~~Pursuant~~Energy Transfer, the Partnership and the directors and certain executive officers of their respective general partners may be deemed to be participants in the ~~terms~~solicitation of proxies in respect of the ~~Crestwood~~proposed ~~Niobrara~~transaction. ~~Company~~Information ~~Agreement~~about the directors and executive officers of the Partnership’s general partner is set forth in its proxy statement for its 2023 annual meeting of unitholders, onwhich orwas ~~after~~filed ~~January~~with the SEC on March 131, ~~2024~~2023, ~~until~~and in its Annual Report on orForm ~~before~~10-K ~~January~~for the year ended December 531, ~~2024~~2022, ~~CMLP~~which ~~may~~was ~~elect~~filed towith ~~cause~~the ~~Niobrara~~SEC toon ~~consummate~~February 27, 2023. Information about the ~~Special~~directors ~~Partial~~and ~~Redemption.~~executive Ifofficers ~~CMLP~~of ~~elects~~Energy toTransfer’s ~~cause~~general ~~Niobrara~~partner tois ~~consummate~~set forth in its Annual Report on Form 10-K for the ~~Special~~year ~~Partial~~ended ~~Redemption~~December 31, it2022, ~~shall~~which ~~provide~~was ~~written~~filed ~~notice~~with ~~and~~the ~~its~~SEC ~~calculation~~on ofFebruary 17, ~~the~~2023. ~~price~~Additional toinformation beregarding ~~paid~~the ~~for~~participants in the ~~Series~~proxy Asolicitation ~~Preferred~~and ~~Units~~a todescription ~~Jackalope~~of ~~Holdings~~their ~~not~~direct ~~less~~or ~~than~~indirect ~~three~~interests, ~~days~~by ~~prior~~security toholdings ~~January 1~~or otherwise, ~~2024~~will ~~specifying~~be contained in the ~~date~~proxy onstatement/prospectus ~~which~~and ~~the~~other ~~Special~~relevant ~~Partial~~materials ~~Redemption~~filed ~~will~~with bethe ~~consummated~~SEC when they become available.

AtNo ~~any~~Offer ~~time following (i) if the Special Partial Redemption has not occurred, January 6, 2024,~~ or ~~(ii) if~~Solicitation the Special Partial Redemption has occurred, December 31, 2025, subject to certain conditions, Jackalope Holdings may elect to cause Niobrara to redeem some or all of the then-outstanding Series A Preferred Units for a price equal to the sum of $1.00 plus any additional amount necessary for Jackalope Holdings to achieve a certain rate of return with respect to each Series A Preferred Unit so redeemed, which amount may be payable at the option of CMLP by: (i) cash, (ii) acquiring some or all of the then-outstanding Series A Preferred Units by the issuance to Jackalope Holdings of CEQP Units or (iii) redeeming all of the then-outstanding Series A Preferred Units using (A) the proceeds of a sale involving the sale, transfer or other disposition of all or substantially all of the interests or assets of Niobrara to any person who is not an affiliate of its members, and (B) to the extent such proceeds are less than the determined redemption price, the issuance to Jackalope Holdings of a number of CEQP Units. Such election is subject to certain restrictions, among others that the option set forth in clause (ii) above shall not be available if the aggregate value of the CEQP Units issued to Jackalope Holdings in such and previous redemptions exceeds (a) $100 million, if the Special Partial Redemption has not occurred, and (b) if the Special Partial Redemption has occurred, $41.4 million, and that the number of CEQP Units issued pursuant to such election shall not exceed the total number of preferred units issued to Jackalope Holdings that are then outstanding.

AtThis ~~any~~communication ~~time~~is ~~(i) if~~for ~~the~~informational ~~Special~~purposes ~~Partial~~only ~~Redemption~~and ~~has~~is not ~~occurred,~~intended ~~after December 31, 2020 but prior~~ to ~~December 31~~, ~~2023,~~and orshall ~~(ii) if the Special Partial Redemption has occurred~~not, ~~after~~constitute ~~December 31,~~an ~~2022~~offer ~~but prior~~ to ~~December 31,~~sell ~~2025,~~or ~~subject~~the tosolicitation ~~certain~~of ~~conditions,~~an ~~Jackalope~~offer ~~Holdings may elect~~ to ~~cause~~buy ~~Niobrara~~any tosecurities ~~convert~~or ~~all~~a ofsolicitation ~~the then-outstanding Series A Preferred Units into an aggregate number~~ of ~~Niobrara~~any ~~common~~vote ~~units~~or ~~that~~approval, ~~following~~nor ~~such conversion,~~ shall ~~equal~~there upbe toany ~~50%~~offer, ofissuance, ~~the~~exchange, ~~outstanding~~transfer, ~~Niobrara~~solicitation ~~common~~or ~~units~~sale as of ~~immediately~~securities ~~following~~in ~~such conversion. At~~ any ~~time~~jurisdiction ~~(i) if~~in ~~the~~which ~~Special~~such ~~Partial Redemption has not occurred~~offer, ~~after December 31~~issuance, ~~2023~~exchange, ~~or (ii) if the Special Partial Redemption has occurred~~transfer, ~~after~~solicitation ~~December 31,~~or ~~2025,~~sale ~~subject~~would tobe ~~certain~~in ~~conditions,~~contravention ~~Jackalope~~of ~~Holdings~~applicable ~~may~~law. ~~elect~~No tooffering ~~cause Niobrara to convert some or all~~ of ~~the~~securities ~~then-outstanding~~shall ~~Series~~be Amade ~~Preferred~~except ~~Units~~by ~~into~~means ~~an aggregate number~~ of ~~Niobrara~~a ~~common~~prospectus ~~units~~meeting ~~that,~~the ~~following~~requirements ~~such~~of ~~conversion,~~Section 10 ~~shall equal up to 50%~~ of the ~~outstanding~~Securities ~~Niobrara common units as of immediately following such conversion~~Act.

~~Pursuant~~Forward-Looking toStatements ~~the terms of the Crestwood Niobrara Company Agreement, CMLP will serve as the managing member of Niobrara. However, certain actions require the consent of Jackalope Holdings.~~

~~The~~This ~~foregoing~~communication ~~description~~contains “forward-looking statements” within the meaning of the ~~Crestwood~~federal ~~Niobrara~~securities ~~Company~~laws, ~~Agreement~~including isSection 27A ~~intended~~of the Securities Act and Section 21E of the Exchange Act, as amended. In this context, forward-looking statements often address future business and financial events, conditions, expectations, plans or ambitions, and often include, but are not limited to, words such as “believe,” “expect,” “may,” “will,” “should,” “could,” “would,” “anticipate,” “estimate,” “intend,” “plan,” “seek,” “see,” “target” or similar expressions, or variations or negatives of these words, but not all forward-looking statements include such words. Forward-looking statements by their nature address matters that are, to different degrees, uncertain, such as statements about the consummation of the proposed transaction and the anticipated benefits thereof. All such forward-looking statements are based upon current plans, estimates, expectations and ambitions that are subject to risks, uncertainties and assumptions, many of which are beyond the control of Energy Transfer and the Partnership, that could cause actual results to differ materially from those expressed in such forward-looking statements. Important risk factors that may cause such a difference include, but are not limited to: the completion of the proposed transaction on anticipated terms and timing, or at all, including obtaining regulatory approvals that may be required on anticipated terms and the Partnership’s unitholder approval; anticipated tax treatment, unforeseen liabilities, future capital expenditures, revenues, expenses, earnings, synergies, economic performance, indebtedness, financial condition, losses, future prospects, business and management strategies for the management, expansion and growth of the combined company’s operations and other conditions to the completion of the merger, including the possibility that any of the anticipated benefits of the proposed transaction will not be realized or will not be realized within the expected time period; the ability of Energy Transfer and the Partnership to integrate the business successfully and to achieve anticipated synergies and value creation; potential litigation relating to the proposed transaction that could be instituted against Energy Transfer, the Partnership or the directors of their respective general partners; the risk that disruptions from the proposed transaction will harm Energy Transfer’s or the Partnership’s business, including current plans and operations and that management’s time and attention will be diverted on transaction-related issues; potential adverse reactions or changes to business relationships, including with employees suppliers, customers, competitors or credit rating agencies, resulting from the announcement or completion of the proposed transaction; rating agency actions and Energy Transfer and the Partnership’s ability to access short- and long-term debt markets on a timely and affordable basis; legislative, regulatory and economic developments, changes in ~~nature~~local, national, or international laws, regulations, and ispolicies ~~qualified~~affecting Energy Transfer and the Partnership; potential business uncertainty, including the outcome of commercial negotiations and changes to existing business relationships during the pendency of the proposed transaction that could affect Energy Transfer’s and/or the Partnership’s financial performance and operating results; certain restrictions during the pendency of the merger that may impact the Partnership’s ability to pursue certain business opportunities or strategic transactions or otherwise operate its business; acts of terrorism or outbreak of war, hostilities, civil unrest, attacks against Energy Transfer or the Partnership, and other political or security disturbances; dilution caused by Energy Transfer’s issuance of additional units representing limited partner interests in connection with the ~~full~~proposed ~~text~~transaction; the possibility that the transaction may be more expensive to complete than anticipated, including as a result of unexpected factors or events; the ~~Crestwood~~impacts ~~Niobrara~~of ~~Company~~pandemics ~~Agreement~~or other public health crises, ~~which~~including isthe effects of government responses on people and economies; changes in the supply, demand or price of oil, natural gas, and natural gas liquids; those risks described in Item 1A of Energy Transfer’s Annual Report on Form 10-K, filed aswith ~~Exhibit~~the SEC on February 17, 2023, and its subsequent Quarterly Reports on Form 10.1 toQ ~~this~~and Current Reports on Form 8-K; those risks described in Item 1A of the Partnership’s Annual Report on Form 10-K, filed with the SEC on February 27, 2023, and its subsequent Quarterly Reports on Form 10-Q and Current Reports on Form 8-K ; and ~~incorporated~~those byrisks ~~reference~~that ~~herein~~will be more fully described in the registration statement on Form S-4 and accompanying proxy statement/prospectus that will be filed with the SEC in connection with the proposed transaction.

~~Item 9~~While the list of factors presented here is, and the list of factors to be presented in the registration statement and the proxy statement/prospectus will be, considered representative, no such list should be considered to be a complete statement of all potential risks and uncertainties.01 ~~Financial~~Unlisted ~~Statements~~factors may present significant additional obstacles to the realization of forward-looking statements. Energy Transfer and ~~Exhibits~~the Partnership caution you not to place undue reliance on any of these forward-looking statements as they are not guarantees of future performance or outcomes and that actual performance and outcomes, including, without limitation, our actual results of operations, financial condition and liquidity, and the development of new markets or market segments in which we operate, may differ materially from those made in or suggested by the forward-looking statements contained in this communication. Neither Energy Transfer nor the Partnership assumes any obligation to publicly provide revisions or updates to any forward-looking statements, whether as a result of new information, future developments or otherwise, should circumstances change, except as otherwise required by securities and other applicable laws. Neither future distribution of this communication nor the continued availability of this communication in archive form on Energy Transfer’s or the Partnership’s website should be deemed to constitute an update or re-affirmation of these statements as of any future date.

~~(d)~~ITEM ~~Exhibits~~9.01 FINANCIAL STATEMENTS AND EXHIBITS

Exhibit Number		Description
10.1*		Fourth Amended and Restated Limited Liability Company Agreement of Crestwood Niobrara LLC effective as of July 25, 2023
104		Cover Page Interactive Data File. The cover page XBRL tags are embedded within the inline XBRL document (contained in Exhibit 101)

(d) Exhibits

* Exhibits to this Exhibit have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The registrant hereby undertakes to furnish supplemental copies of any of the omitted exhibits upon request by the SEC.


Exhibit Number		Description

99.1		Press release, dated August 16, 2023.

104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

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.

Dated: August 16, 2023


CRESTWOOD MIDSTREAM PARTNERS LP

By:		CRESTWOOD Midstream Equity GP LLC, its General Partner

By:		/s/ Michael K. Post
Name:		Michael K. Post
Title:		Vice President, Associate General Counsel & Corporate Secretary

CRESTWOOD MIDSTREAM PARTNERS LP

Crestwood Midstream GP LLC, its General Partner

Date: July 27, 2023

/s/ John Black

John Black

Executive Vice President and Chief Financial Officer

Filing Compare · Crestwood Midstream Partners LP