MID-CON ENERGY PARTNERS, LP (NASDAQ:MCEP) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item 5.02
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Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
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On January 24, 2017, Mr. S. Craig George has notified the
Board of Directors (the Board) of Mid-Con Energy GP, LLC, (the General Partner), the general partner of Mid-Con Energy Partners, LP (the Partnership) that he intends to resign from the Board effective as of January 31, 2017. The decision of Mr. George to resign from the Board was not the result of any disagreement with the Partnership or any of its affiliates on any matter relating to the Partnerships operations, policies or practices. |
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Effective February 1, 2017, the Board elected Wilkie
Colyer, 32, as a director. Mr. Colyer currently serves as a Principal for Goff Capital, Inc., which indirectly owns a number of the Partnerships Class A Convertible Preferred Units that were purchased from the Partnership in a previously announced private placement that closed on August 11, 2016. Mr. Colyer will receive compensation in accordance with the Partnerships policies for compensating directors, including long-term equity incentive awards under the Partnerships Long-Term Incentive Program. Mr. Colyer is not currently being appointed to any committees of the Board. |
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Item 5.03
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Amendments to Articles of Incorporation or Bylaws; Change
in Fiscal Year. |
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On January 24, 2017, the members of the General Partner,
executed the Second Amended and Restated Limited Liability Company Agreement of Mid-Con Energy GP, LLC (the Second A/R LLC Agreement). The Second A/R LLC Agreement is effective as of January 24, 2017. |
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The Second A/R LLC Agreement creates a new class of
non-voting membership interests, entitled Class B Membership Interests. Concurrent with his resignation from the Board, Mr. George is converting all of his membership interests in the General Partner into the new Class B Membership Interests. The description of the Second A/R LLC Agreement contained in this Item 5.03 does not purport to be complete and is qualified in its entirety by reference to the full text of the Second A/R LLC Agreement, which is filed as Exhibit 3.1 hereto and incorporated by reference herein. |
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Item 7.01
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Regulation FD Disclosure.
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On January 25, 2017, the Partnership issued a press release
announcing the resignation of Mr. George from the Board and the election of Mr. Colyer to the Board. A copy of the press release is furnished as Exhibit 99.1 hereto. |
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The information disclosed in this Item 7.01, including
Exhibit 99.1 hereto, is being furnished and 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 under that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act except as expressly set forth by specific reference in such filing. |
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Item 9.01
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Financial Statements and Exhibits.
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(d) Exhibits.
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Exhibit No.
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Description
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3.1
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Second Amended and Restated Limited Liability Company
Agreement of Mid-Con Energy GP, LLC. |
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99.1
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Press release dated January 25, 2017.
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About MID-CON ENERGY PARTNERS, LP (NASDAQ:MCEP)
Mid-Con Energy Partners, LP is engaged in the ownership, acquisition, exploitation and development of producing oil and natural gas properties in North America, with a focus on enhanced oil recovery (EOR). The Company’s properties are located in the Mid-Continent and Permian Basin regions of the United States in over five areas: Southern Oklahoma; Northeastern Oklahoma; parts of Oklahoma, Colorado and Texas within the Hugoton; Texas Gulf Coast, and Texas within the Eastern Shelf of the Permian. The Company operates approximately 100% of its properties, as calculated on a barrel of oil equivalent (Boe) basis, through its affiliate, Mid-Con Energy Operating, LLC (Mid-Con Energy Operating). The Company designs and manages the development, recompletion or work-over for all of the wells it operates and supervises operation and maintenance activities. Mid-Con Energy Operating provides the Company with management, administrative and operational services under a services agreement. MID-CON ENERGY PARTNERS, LP (NASDAQ:MCEP) Recent Trading Information
MID-CON ENERGY PARTNERS, LP (NASDAQ:MCEP) closed its last trading session down -0.02 at 2.97 with 50,685 shares trading hands.
