BLUEKNIGHT ENERGY PARTNERS, L.P. (NASDAQ:BKEP) Files An 8-K Entry into a Material Definitive AgreementItem 1.01. Entry into a Material Definitive Agreement.
On December 1, 2017, Blueknight Energy Partners, L.P. (the “Partnership”) consummated the previously disclosed transactions contemplated by that certain Purchase & Sale Agreement, dated as of November 22, 2017 (the “Purchase Agreement”), among the Partnership, two wholly-owned subsidiaries of the Partnership, Ergon Asphalt & Emulsions, Inc. (“EA&E”) and Ergon Terminaling, Inc. (“ETI”), both subsidiaries of Ergon, Inc., relating to the acquisition of an asphalt terminalling facility located in Bainbridge, Georgia from EA&E and ETI for a total purchase price of $10.5 million, consisting of 1,898,380 common units (the “Issued Units”) representing limited partner interests in the Partnership.
to the terms of the Purchase Agreement, the Partnership entered into an Amended and Restated Registration Rights Agreement, dated as of December 1, 2017 (the “Amended Registration Rights Agreement”), with EA&E, ETI and Ergon Asphalt Holdings, LLC (collectively, the “Ergon Parties”). The Amended Registration Rights Agreement amends and restates the Registration Rights Agreement, dated October 5, 2016, among the Partnership and the Ergon Parties to provide that the registration rights provided for therein are also applicable to the Issued Units. to the Amended Registration Rights Agreement, the Partnership has agreed to file shelf registration statements covering the Registrable Securities (as defined in the Amended Registration Rights Agreement). In addition, the Partnership has agreed to use reasonable best efforts to cause a shelf registration statement to be declared effective by the Securities and Exchange Commission no later than 180 days after its filing. The Registration Rights Agreement contains representations, warranties, covenants and indemnities that are customary for private placements by public companies.
The foregoing description of the Amended Registration Rights Agreement is not complete and is qualified in its entirety by reference to the full text of the Amended Registration Rights Agreement, which is filed as Exhibit 4.1 to this Current Report on Form 8-K and incorporated herein by reference.
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Item 9.01. |
Financial Statements and Exhibits. |
(d)Exhibits
In accordance with General Instruction B.2 of Form 8-K, the information set forth in the attached Exhibit 4.1 is deemed to be “furnished” and shall not be deemed to be “filed” for purposes of the Exchange Act.
Blueknight Energy Partners, L.P. ExhibitEX-4.1 2 a20171201amendedandrestate.htm EXHIBIT 4.1 Exhibit Exhibit 4.1AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTbetweenBLUEKNIGHT ENERGY PARTNERS,…To view the full exhibit click here
About BLUEKNIGHT ENERGY PARTNERS, L.P. (NASDAQ:BKEP)
Blueknight Energy Partners, L.P. is a master limited partnership company. The Company provides integrated terminalling, storage, gathering and transportation services for companies engaged in the production, distribution and marketing of crude oil and liquid asphalt cement. It operates in four segments: asphalt terminalling services, which provides asphalt product and residual fuel terminalling, storage and blending services at its terminalling and storage facilities; crude oil terminalling and storage services, which provides crude oil terminalling and storage services at its terminalling and storage facilities; crude oil pipeline services, which owns and operates pipeline systems, the Mid-Continent system, the East Texas system and Eagle North system, that gather crude oil purchased by its customers and transports it to refiners, and crude oil trucking and producer field services, which uses its owned and leased tanker trucks to gather crude oil for its customers.