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): July 18, 2016 (July 14, 2016)
MEMORIAL PRODUCTION PARTNERS LP
(Exact Name of Registrant as Specified in Charter)
| | | | |
| Delaware | | 001-35364 | | 90-0726667 |
(State or Other Jurisdiction of Incorporation or Organization) | | (Commission File Number) | | (I.R.S. Employer Identification No.) |
| |
500 Dallas Street, Suite 1600 Houston, Texas | | 77002 |
| (Address of Principal Executive Offices) | | (Zip Code) |
Registrant’s telephone number, including area code: (713) 490-8900
Not Applicable
(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)) |
| Item 2.01. | Completion of Acquisition or Disposition of Assets. |
On July 14, 2016, Memorial Production Partners LP sold certain assets located in Colorado and Wyoming to Urban Fund II, LP and Urban Oil and Gas Partners B-1, LP for an adjusted purchase price of approximately $18.1 million in cash, subject to customary post-closing adjustments. This disposition does not qualify as a discontinued operation.
| Item 9.01. | Financial Statements and Exhibits. |
(b) Pro Forma Financial Information.
An unaudited pro forma condensed consolidated balance sheet as of March 31, 2016, an unaudited pro forma condensed statement of consolidated operations for the three months ended March 31, 2016 and an unaudited pro forma condensed statement of consolidated and combined operations for the year ended December 31, 2015, including notes thereto, are attached hereto as Exhibit 99.1 and incorporated herein by reference.
(d) Exhibits.
| | |
Exhibit Number | | Description |
| |
| 99.1 | | Unaudited Pro Forma Condensed Consolidated and Combined Financial Statements of Memorial Production Partners LP |
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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| | | | MEMORIAL PRODUCTION PARTNERS LP |
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| | By: | | Memorial Production Partners GP LLC, its general partner |
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| Date: July 18, 2016 | | By: | | /s/ Jason M. Childress |
| | | | Jason M. Childress |
| | | | Vice President, General Counsel & Corporate Secretary |
EXHIBIT INDEX
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Exhibit Number | | Description |
| |
| 99.1 | | Unaudited Pro Forma Condensed Consolidated and Combined Financial Statements of Memorial Production Partners LP |
