UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549


FORM 6-K


REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13A-16 OR 15D-16 OF THE SECURITIES EXCHANGE ACT OF 1934


For the month of September 2019


Commission File Number:  001-36185


Dynagas LNG Partners LP

(Translation of registrant's name into English)

 

23, Rue Basse

98000 Monaco

(Address of principal executive office)


Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.


Form 20-F [ X ]       Form 40-F [  ]


Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): [  ].


Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.


Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): [  ].


Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant's "home country"), or under the rules of the home country exchange on which the registrant's securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant's security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.



INFORMATION CONTAINED IN THIS FORM 6-K REPORT

Attached as Exhibit 99.1 to this Report on Form 6-K is a copy of the press release of Dynagas LNG Partners LP (the “Partnership”) dated September 19, 2019: Dynagas LNG Partners LP Announces Entry Into $675 Million Senior Secured Term Loan, Repayment Of $470 Million Senior Secured Term Loan B, and $250 Million 6.25% Senior Unsecured Notes.  


           This Report on Form 6-K contained in the press release in Exhibit 99.1 hereto, except for the last paragraph containing comments in quotations from Tony Lauritzen, is hereby incorporated by reference into the Partnership's registration statement on Form F-3 (File No. 333-222237) that was filed with the U.S. Securities and Exchange Commission with an effective date of January 12, 2018.



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, thereunto duly authorized.

Date: September 19, 2019

 

 

 

 

DYNAGAS LNG PARTNERS LP

 

 

 

 

By:

/s/ Tony Lauritzen

 

 

Name:

Tony Lauritzen


Title:

Chief Executive Officer 



[f091919dlng6k002.gif]


Dynagas LNG Partners LP Announces Entry Into $675 Million Senior Secured Term Loan, Repayment Of $470 Million Senior Secured Term Loan B, and $250 Million 6.25% Senior Unsecured Notes


MONACO, Sept. 19, 2019 (GLOBE NEWSWIRE) -- Dynagas LNG Partners LP (the “Partnership”) (NYSE: DLNG), an international owner and operator of liquefied natural gas (LNG) carriers, announced today that it has entered into definitive documentation with leading international banks (collectively, the "Lenders") for a syndicated $675 million senior secured term loan (the “Credit Facility”). The Credit Facility will be secured by, among other things, first priority mortgages on the six LNG carriers in the Partnership's fleet.


Borrowings under the Credit Facility, together with cash on hand, will be utilized to repay in full the Partnership's existing indebtedness, consisting of the Partnership's outstanding $470 million Senior Secured Term Loan B upon closing of the Credit Facility and the $250 million aggregate principal amount under the Partnership’s 6.25% senior unsecured notes upon its maturity date of 30th of October 2019 (the “Existing Indebtedness”).


The Credit Facility is repayable over five years in 20 consecutive quarterly payments (plus a balloon payment in year five) based on a 14 year amortization profile and has a margin of LIBOR plus 300 basis points.  The terms of the Credit Facility include financial covenants providing for the maintenance of maximum leverage ratios and minimum liquidity covenants, including the requirement for the Partnership to maintain a minimum cash balance of $50 million throughout the life of the Credit Facility in a restricted collateral account.


Under the terms of the Credit Facility, the Partnership will be restricted from paying distributions to its common unit-holders while borrowings are outstanding under the Credit Facility. Scheduled distributions to the preferred unit-holders under the existing Series A Preferred Units and Series B Preferred Units will not be restricted provided there is no event of default while the Credit Facility remains outstanding.   

   

The Partnership expects the financing to close before the end of September, subject to customary closing conditions. 


Tony Lauritzen commented: "We are pleased to enter into this transformative re-financing. The Credit Facility provides the Partnership with reduced cost of debt relative to the existing one and a simplified debt structure with a clear and viable path towards deleveraging through a significant increase in debt amortization. The Partnership has in place long term charter contracts with international energy companies, generating cash flows that will be channeled towards the amortization requirements of the Credit Facility, building equity value over time.  As a result of this global refinancing and broader strategic realignment, the Partnership is better positioned for future growth initiatives as global LNG markets continue their robust development."


About Dynagas LNG Partners LP

Dynagas LNG Partners LP is a growth-oriented master limited partnership formed by Dynagas Holding Ltd., its sponsor, to own and operate liquefied natural gas (“LNG”) carriers employed on multi-year charters. The Partnership’s current fleet consists of six LNG carriers, with aggregate carrying capacity of approximately 914,000 cubic meters.


Visit the Partnership’s website at www.dynagaspartners.com.


Contact Information: 
Dynagas LNG Partners LP
23, Rue Basse, 98000 Monaco
Attention: Michael Gregos
Tel. +377 99996445
Email: management@dynagaspartners.com


Investor Relations / Financial Media:
Nicolas Bornozis
Markella Kara
Capital Link, Inc.
230 Park Avenue, Suite 1536 New York, NY 10169
Tel. (212) 661-7566
E-mail: dynagas@capitallink.com


Forward-looking Statements
Matters discussed in this press release may constitute forward-looking statements.  The Private Securities Litigation Reform Act of 1995 provides safe harbor protections for forward-looking statements in order to encourage companies to provide prospective information about their business. Forward-looking statements include statements concerning plans, objectives, goals, strategies, future events or performance, and underlying assumptions and other statements, which are other than statements of historical facts.


The Partnership desires to take advantage of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 and is including this cautionary statement in connection with this safe harbor legislation. The words “believe,” “anticipate,” “intends,” “estimate,” “forecast,” “project,” “plan,” “potential,” “may,” “should,” “expect,” “expected,” “pending” and similar expressions identify forward-looking statements.


The forward-looking statements in this press release are based upon various assumptions, many of which are based, in turn, upon further assumptions, including without limitation, examination by the Partnership’s management of historical operating trends, data contained in its records and other data available from third parties. Although the Partnership believes that these assumptions were reasonable when made, because these assumptions are inherently subject to significant uncertainties and contingencies which are difficult or impossible to predict and are beyond the Partnership’s control, the Partnership cannot assure you that it will achieve or accomplish these expectations, beliefs or projections.


In addition to these important factors, other important factors that, in the Partnership’s view, could cause actual results to differ materially from those discussed in the forward-looking statements include the strength of world economies and currencies, general market conditions, including fluctuations in charter  rates  and  vessel  values,  changes  in  demand  for  Liquefied  Natural  Gas  (LNG)  shipping capacity, changes in the Partnership’s operating expenses, including bunker prices, drydocking and insurance costs, the market for the Partnership’s vessels, availability of financing and refinancing, changes in governmental rules and regulations or actions taken by regulatory authorities, potential liability from pending or future litigation, general domestic and international political conditions, potential disruption of shipping routes due to accidents or political events, vessel breakdowns and instances of off-hires and other factors. Please see our filings with the U.S. Securities and Exchange Commission for a more complete discussion of these and other risks and uncertainties.  The information set forth herein speaks only as of the date hereof, and the Partnership disclaims any intention or obligation to update any forward-looking statements as a result of developments occurring after the date of this communication.