Item 2.02 Results of Operations and Financial Condition.
On August 6, 2021, Summit Midstream Partners, LP (the "Partnership," "we" and
"our") issued a press release announcing its results of operations for the three
and six months ended June 30, 2021. A copy of the press release is furnished as
Exhibit 99.1 to this Current Report on Form 8-K.
The information furnished in this Item 2.02 shall not be deemed "filed" for
purposes of the Securities Exchange Act of 1934, as amended (the "1934 Act"),
and shall not be deemed incorporated by reference in any filing with the
Securities and Exchange Commission, whether or not filed under the Securities
Act of 1933 or the 1934 Act, regardless of any general incorporation language in
Use of Non-GAAP Financial Measures
In addition to reporting financial results in accordance with accounting
principles generally accepted in the United States of America ("GAAP"), the
Partnership presents certain non-GAAP financial measures. Specifically, the
Partnership presents adjusted EBITDA and distributable cash flow. We define
adjusted EBITDA as net income or loss, plus interest expense, income tax
expense, depreciation and amortization, our proportional adjusted EBITDA for
equity method investees, adjustments related to MVC shortfall payments,
adjustments related to capital reimbursement activity, unit-based and noncash
compensation, impairments, items of income or loss that we characterize as
unrepresentative of our ongoing operations and other noncash expenses or losses,
less interest income, income tax benefit, income (loss) from equity method
investees and other noncash income or gains. We define distributable cash flow
as adjusted EBITDA plus cash interest received and cash taxes received, less
cash interest paid, senior notes interest adjustment, adjusted Series A
Preferred Units cash distribution, cash taxes paid and maintenance capital
We exclude these items because they are considered unusual and not indicative of
our ongoing operations. Our definitions of these non-GAAP financial measures may
differ from the definitions of similar measures used by other companies, thereby
diminishing the utility of these measures. Management uses these non-GAAP
financial measures in making financial, operating and planning decisions and in
evaluating the Partnership's financial performance. Furthermore, management
believes that these non-GAAP financial measures may provide users of the
Partnership's financial statements with additional meaningful comparisons
between current results and results of prior periods as they are expected to be
reflective of our core ongoing business. These measures have limitations, and
investors should not consider them in isolation or as a substitute for analysis
of the Partnership's results as reported under GAAP.
We do not provide the GAAP financial measures of net income or loss or net cash
provided by operating activities on a forward-looking basis because we are
unable to predict, without unreasonable effort, certain components thereof
including, but not limited to, (i) income or loss from equity method investees
and (ii) asset impairments. These items are inherently uncertain and depend on
various factors, many of which are beyond our control. As such, any associated
estimate and its impact on our GAAP performance and cash flow measures could
vary materially based on a variety of acceptable management assumptions.
Reconciliations of GAAP to non-GAAP financial measures are included as
attachments to the press release which has been posted to the "Investors"
section of our website at www.summitmidstream.com.
Item 9.01 Financial Statements and Exhibits.
Exhibit Number Description
99.1 Press Release, dated as of August 6, 2021.
104 Cover Page Interactive Data File - the cover page XBRL tags are embedded
within the Inline XBRL document
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