| Schedule of Noncontrolling Interest |
Pursuant to the terms of the Third LLC Agreement, the Grier Members and the Company's interests in Crimson are summarized in the table below:
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Grier Members |
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Adjustments |
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As of February 1, 2021 |
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Final Working Capital |
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Paid in Kind Distribution |
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As of June 30, 2021 |
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CorEnergy |
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(in units, except as noted) |
| Economic ownership interests in Crimson Midstream Holdings, LLC |
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| Class A-1 Units |
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1,613,202 |
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37,043 |
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— |
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1,650,245 |
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— |
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| Class A-2 Units |
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2,436,000 |
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— |
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16,240 |
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2,452,240 |
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— |
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| Class A-3 Units |
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2,450,142 |
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— |
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— |
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2,450,142 |
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— |
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| Class B-1 Units |
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— |
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— |
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— |
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— |
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10,000 |
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| Voting ownership interests in Crimson Midstream Holdings, LLC |
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| Class C-1 Units |
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505,000 |
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— |
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— |
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505,000 |
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495,000 |
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| Voting Interests of C-1 Units (%) |
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50.50 |
% |
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— |
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— |
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50.50 |
% |
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49.50 |
% |
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| Schedule of Distributions Payable |
The following table summarizes the distributions payable under the A-1, A-2 and A-3 Units as if the Grier Members held the respective underlying Company securities. The A-1, A-2 and A-3 Units are entitled to the distribution regardless of whether the corresponding Company security is outstanding.
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| Units |
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Distribution Rights of CorEnergy Securities |
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Liquidation Preference |
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Annual Distribution per Share |
| A-1 Units |
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7.375% Series A Cumulative Redeemable Preferred Stock(1)
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$ |
25.00 |
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$ |
1.84 |
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| A-2 Units |
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4.00% Series B Redeemable Preferred Stock(2)
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25.00 |
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1.00 |
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| A-3 Units |
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Class B Common Stock(3) (4)
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N/A |
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Varies(2)(3)
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(1) On June 29, 2021, the Board of the Company authorized management to enter into an agreement to convert the right
to receive the Company’s 9.00% Series C Preferred Stock into 7.375% Series A Cumulative Redeemable Preferred Stock.
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(2) On July 7, 2021, the Company converted the right that holders of Class A-2 Units would have had to exchange such units for shares of the Company’s 4.00% Series B Preferred Stock into a right to exchange such units for shares of the Company’s Class B Common Stock with the effective date, for dividend purposes, of June 30, 2021. |
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(3) (A) For the fiscal quarters of the Company ending June 30, 2021, September 30, 2021, December 31, 2021 and March 30, 2022, the Common Stock Base Dividend Per Share shall equal $0.05 per share per quarter; (B) for the fiscal quarters of the Company ending
June 30, 2022, September 30, 2022, December 31, 2022 and March 30, 2023, the Common Stock Base Dividend Per Share shall equal $0.055 per share per quarter; and (C) for the fiscal quarters of the Company ending June 30, 2023, September 30, 2023, December 31, 2023 and March 30, 2024, the Common Stock Base Dividend Per Share shall equal $0.06 per share per quarter. The Class B Common Stock dividend is subordinated based on a distribution formula described in footnote (3) below.
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(4) For the fiscal quarters of the Company ending June 30, 2021, September 30, 2021, December 31, 2021 and March 31, 2022, each share of Class B Common Stock shall be entitled to receive dividends equal to the quotient of (i) difference of (A) First Year Cash Available for Distribution ("CAFD") multiplied by 0.25 and (B) 1.25 multiplied by the Common Stock Base Dividend, divided by (ii) shares of Class B Common Stock issued and outstanding multiplied by 1.25. However, under no circumstances can the Class B Common Stock dividend be greater than the Common Stock dividend. |
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