UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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): August 8, 2019
Sanchez Midstream Partners LP
(Exact name of registrant as specified in its charter)
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Delaware | 001-33147 | 11-3742489 |
(State or other jurisdiction of | (Commission | (IRS Employer |
incorporation) | File Number) | Identification No.) |
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1000 Main Street, Suite 3000 | |
Houston, TX | 77002 |
(Address of principal executive offices) | (Zip Code) |
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Registrant’s telephone number, including area code: (713) 783-8000 |
(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))
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. ☐
Securities registered pursuant to Section 12(b) of the Act:
Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
Common Units representing limited partner | | |
interests | SNMP | NYSE American |
Item 2.02Results of Operations and Financial Condition.
On August 8, 2019, Sanchez Midstream Partners LP (the “Partnership”) issued a press release announcing its financial results for the quarter ended June 30, 2019. A copy of the press release is furnished as a part of this Current Report on Form 8-K as Exhibit 99.1.
In accordance with General Instruction B.2 of Form 8-K, the information in this Item shall not be deemed “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing.
Item 8.01Other Events.
On August 8, 2019, the board of directors of the Partnership’s general partner (the “Board”) declared that after establishing a reserve for the payment of certain amounts outstanding under the Partnership’s credit facility with Royal Bank of Canada, as administrative agent and collateral agent, and the lenders party thereto, the Partnership did not have any available cash and, as a result, there would be no cash distribution on the Partnership’s common units with respect to the quarter ended June 30, 2019. As a result of the of the establishment of the cash reserve and as required by the Third Amended and Restated Agreement of Limited Partnership of the Partnership, the Board declared a distribution on the Class C Preferred Units for the quarter ended June 30, 2019 consisting of 939,327 Class C Preferred PIK Units, payable on August 30, 2019 to holders of record on August 20, 2019.
Item 9.01Financial Statements and Exhibits.
(d) Exhibits.
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.
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| | | | | | | SANCHEZ MIDSTREAM PARTNERS LP |
| | | | | | | By: Sanchez Midstream Partners GP LLC,
its general partner |
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Date: August 8, 2019 | | | | By: | /s/ Charles C. Ward |
| | | | | | | | Charles C. Ward |
| | | | | | | | Chief Financial Officer and Secretary |
