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): November 10, 2021
CSI Compressco LP
(Exact name of registrant as specified in its charter)
Delaware | 1-35195 | 94-3450907 | ||
(State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) |
24955 Interstate 45 North |
The Woodlands, Texas 77380 |
(Address of principal executive offices) |
Registrant’s telephone number, including area code: (281) 364-5029
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)) |
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 | CCLP | NASDAQ |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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. ☐
Item 2.02 | Results of Operations and Financial Condition |
On November 10, 2021, CSI Compressco LP (the “Partnership”), issued a news release announcing its financial results for the third quarter 2021 and its entry into a series of transactions, including, among other things, (i) the acquisition by the Partnership of certain entities owned by Spartan Energy Partners, LP, and (ii) the private placement of common units representing limited partner interests in the Partnership to certain investors. The news release is furnished herewith as Exhibit 99.1 and is incorporated herein by reference. The Partnership held a conference call on November 11, 2021 to discuss these matters, a transcript of which will be posted to the Investor Relations page of its website, https://ir.csicompressco.com, and will be furnished as an exhibit to an amendment to this Current Report on Form 8-K.
The information furnished in this Item 2.02 and in Exhibit 99.1 to this Current Report on Form 8-K shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.
Item 7.01 | Regulation FD Disclosure |
The Partnership also posted a presentation containing information provided to investors in the private placement described above to the Investor Relations page of its website. A copy of the investor presentation is being furnished as Exhibit 99.2 hereto and is incorporated herein by reference.
The information furnished in this Item 7.01 and in Exhibit 99.2 to this Current Report on Form 8-K shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.
Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
Exhibit | Description | |
99.1 | Press Release, dated November 10, 2021 | |
99.2 | Investor Presentation | |
104 | Cover page Interactive Data File (embedded within the inline XBRL document) |
1
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.
CSI Compressco LP | ||||||
By: | CSI Compressco GP LLC, | |||||
its general partner | ||||||
Date: November 12, 2021 | By: | /s/ John E. Jackson | ||||
John E. Jackson | ||||||
Chief Executive Officer |