Item 1.01. Entry into a Material Definitive Agreement.
As previously disclosed, on June 17, 2011, SemGroup Corporation (the "Company")
entered into a Credit Agreement (the "Credit Agreement") with certain
subsidiaries of the Company, as guarantors (the "Guarantors"), the lenders party
thereto (the "Lenders"), and The Royal Bank of Scotland plc, as administrative
agent and collateral agent for the lenders (the "Agent"). On September 26, 2012,
the Company entered into a Fifth Amendment to the Credit Agreement (the
"Amendment") with the Guarantors, the Lenders, and the Agent, which amended the
Credit Agreement to (i) permit additional investments of up to $332 million in
various pipeline projects, (ii) permit additional investments not otherwise
permitted in an aggregate amount not to exceed the greater of (a) $100 million
and (b) 10% of Consolidated Net Tangible Assets (as defined) plus any return of
capital actually received by the Company in respect of certain investments
previously made by the Company, (iii) include a negative pledge on White Cliffs
Pipeline, L.L.C., (iv) with respect to master limited partnership drop-downs,
remove the requirement of delivery of a fairness opinion and remove all
limitations related to percentages of assets, and (v) permit other restricted
payments not to exceed the Company's Available Cash (as defined) so long as
there is no default or event of default existing either immediately before or
after giving effect to such restricted payment and after giving effect to such
restricted payment, the Leverage Ratio (as defined) shall not be in excess of
4:00 to 1:00.
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