NGL ENERGY PARTNERS LP (NYSE:NGL) Files An 8-K Regulation FD Disclosure
Item 7.01Regulation FD Disclosure.
A copy of the press release announcing the redemption of the 5.125% Senior Notes due 2019 (the “Notes”) issued by NGL Energy Partners LP (the “Company”) and NGL Energy Finance Corp (“Finance Corp.” and together with the Company, the “Issuers”) is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
In accordance with General Instruction B.2 of Form 8-K, the press release is deemed to be “furnished” and shall not be deemed “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall such press release be deemed incorporated by reference into any filing under the Exchange Act or the Securities Act of 1933, as amended.
Item 8.01Other Events.
On February 13, 2019, the Company issued a press release announcing that it has called for redemption on March15,2019 (the “Redemption Date”) all $328,005,000 aggregate principal amount of the outstanding Notes issued to the Indenture, dated as of July9,2014 (the “Indenture”), by and among the Issuers, the subsidiary guarantors parties thereto and U.S. Bank National Association, as trustee. On the Redemption Date, the Company will pay the applicable redemption price, which is the Make-Whole Price applicable to a redemption of the Notes on such date. As defined in the Indenture, “Make-Whole Price” with respect to any Notes to be redeemed, means an amount equal to the greater of: (1)50% of the principal amount of such Notes; and (2)the sum of the present values of (a) 50% of the principal amount of such Notes and (b) the remaining scheduled payments of interest from the Redemption Date to June15,2019 (not including any portion of such payments of interest accrued as of the Redemption Date) discounted back to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate (as defined in the Indenture) plus 50 basis points; plus, in the case of both clauses(1) and (2), accrued and unpaid interest on such Notes, if any, to the Redemption Date. The Treasury Rate shall be calculated no later than the fourth business day preceding the Redemption Date.
Upon payment in full on the Redemption Date (the “Redemption Payment”), interest on the Notes will cease to accrue on and after the Redemption Date. Following the payment of the Redemption Payment on the Redemption Date, there will be no Notes that remain outstanding. The Company has instructed U.S. Bank National Association, as the trustee for the Notes, to distribute a notice of redemption to all registered holders of the Notes on February13,2019. Copies of such notice of redemption and additional information relating to the procedure for redemption of the Notes may be obtained from U.S. Bank National Association.
The information contained in this Current Report on Form 8-K shall not constitute a notice of redemption of the Notes. The redemption is being made solely to the Company’s formal notice of redemption dated February13,2019.
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Item 9.01. |
Financial Statements and Exhibits. |
(d) Exhibits.
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ExhibitNo. |
Description |
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99.1 |
Press Release dated February 13, 2019
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NGL Energy Partners LP Exhibit
EX-99.1 2 exhibit991redemptionof2019.htm EXHIBIT 99.1 Exhibit Exhibit 99.1NGL Energy Partners LP Announces Redemption of 5.125% Senior Notes due 2019TULSA,…
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About NGL ENERGY PARTNERS LP (NYSE:NGL)
NGL Energy Partners LP owns and operates a vertically integrated energy business. The Company’s segments are crude oil logistics, water solutions, liquids, retail propane, refined products and renewables, and corporate and other. Its crude oil logistics segment includes owned and leased crude oil storage terminals, and owned and leased pipeline injection stations. Its water solutions segment provides services for the treatment and disposal of wastewater generated from crude oil and natural gas production, and for the disposal of solids, such as tank bottoms and drilling fluids. Its liquids segment supplies natural gas liquids to retailers, wholesalers, refiners and petrochemical plants throughout the United States and in Canada. Its retail propane segment consists of the retail marketing, and sale and distribution of propane and distillates, among others. The Company’s refined products and renewables segment is engaged in gasoline, diesel, ethanol and biodiesel marketing operations.