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): December 26, 2019
NGL ENERGY PARTNERS LP
(Exact name of registrant as specified in its charter)
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| | | | |
| Delaware | | 001-35172 | | 27-3427920 |
(State or other jurisdiction of incorporation or organization) | | (Commission File Number) | | (I.R.S. Employer Identification No.) |
6120 South Yale Avenue
Suite 805
Tulsa, Oklahoma 74136
(Address of principal executive offices) (Zip Code)
(918) 481-1119
(Registrant’s telephone number, including area code)
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:
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| Title of Each Class | | Trading Symbols | | Name of Each Exchange on Which Registered |
| Common units representing Limited Partner Interests | | NGL | | New York Stock Exchange |
| Fixed-to-floating rate cumulative redeemable perpetual preferred units | | NGL-PB | | New York Stock Exchange |
| Fixed-to-floating rate cumulative redeemable perpetual preferred units | | NGL-PC | | New York Stock Exchange |
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).
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| 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. o
On October 31, 2019, NGL Energy Partners LP (the “Partnership”) completed its acquisition of Hillstone Environmental Partners, LLC (“Hillstone”. The Partnership previously filed the historical and pro forma financial information required under Regulation S-X with respect to the Hillstone acquisition in a Form 8-K/A on November 18, 2019. The Partnership is filing this Current Report on Form 8-K to provide additional updated historical and pro forma financial information as set forth under Item 9.01 below.
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Item 9.01. | Financial Statements and Exhibits. |
(b) Pro Forma Financial Statements
The unaudited consolidated balance sheet as of September 30, 2019 and the unaudited consolidated statement of operations for the three months ended September 30, 2019, of Hillstone Environmental Partners, LLC and the related notes are filed as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.
The unaudited pro forma condensed consolidated balance sheet as of September 30, 2019, the unaudited pro forma condensed consolidated statements of operations for the six months ended September 30, 2019 and the year ended March 31, 2019, of NGL Energy Partners LP and the related notes are filed as Exhibit 99.2 to this Current Report on Form 8-K and incorporated herein by reference.
(d) Exhibits.
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| Exhibit No. | | Description |
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| 99.1 | | |
| 99.2 | | |
| 101 | | Cover Page formatted as Inline XBRL. |
| 104 | | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101). |
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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| | NGL ENERGY PARTNERS LP |
| | By: | NGL Energy Holdings LLC, |
| | | its general partner |
| Date: December 26, 2019 | | By: | /s/ Robert W. Karlovich III |
| | | | Robert W. Karlovich III |
| | | | Chief Financial Officer |
