| Item 1.01 | Entry Into a Material Definitive Agreement. |
On August 2, 2024, Delek Logistics Partners, LP (the “Partnership”) entered into a Purchase and Sale Agreement with H2O Midstream Holdings, LLC (the “Seller”) to purchase 100% of the limited liability company interests in H2O Midstream Intermediate, LLC, H2O Midstream Permian LLC, and H2O Midstream LLC (the “Purchased Interests”), related to Seller’s water disposal and recycling operations in the Permian Basin in Texas (the “Purchase Agreement”).
The purchase price for the Purchased Interests is $230 million, subject to customary closing adjustments, which is to be paid in a combination of cash and preferred equity interests of the Partnership. The Partnership paid a deposit under the Purchase Agreement of approximately $23 million. The deposit may be retained by the Seller upon certain termination events described in the Purchase Agreement. At closing, the deposit will be applied to the purchase price to be paid under the Purchase Agreement.
The transactions contemplated by the Purchase Agreement are expected to close by the end of 2024. The closing is subject to customary closing conditions set forth in the Purchase Agreement, including regulatory approvals. The Purchase Agreement also contains representations and warranties of the parties, indemnification obligations, termination rights, and other covenants and agreements.
The foregoing description is a summary and is qualified in its entirety by reference to the Purchase Agreement, a copy of which is attached hereto as Exhibit 2.1 and incorporated herein by reference.
| Item 7.01 | Regulation FD Disclosure |
Effective August 6, 2024, senior management of the general partner of the Partnership will begin using the materials included in Exhibit 99.1 to this report (the “Investor Presentation”) in connection with presentations to existing and prospective investors. The Investor Presentation is incorporated into this Item 7.01 by this reference and will also be available on the Partnership’s website at www.deleklogistics.com.
The information in this Item 7.01 is being furnished, not filed, pursuant to Regulation FD. Accordingly, the information in Item 7.01 of this report will not be incorporated by reference into any registration statement filed by the Partnership under the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated therein by reference. The furnishing of the information in this report is not intended to, and does not, constitute a determination or admission by the Partnership that the information in this report is material or complete, or that investors should consider this information before making an investment decision with respect to any security of the Partnership or any of its affiliates.
| Item 9.01 | Financial Statements and Exhibits |
(d) Exhibits.
