NuStar GP Holdings, LLC (NYSE:NSH) Files An 8-K Entry into a Material Definitive Agreement

Item1.01.

IDR Waiver

On April28, 2017, Riverwalk Logistics, L.P. (the General
Partner), an indirect subsidiary of NuStar GP Holdings, LLC and
the general partner of NuStar Energy L.P. (NuStar Energy),
entered into the Fifth Amended and Restated Agreement of Limited
Partnership of NuStar Energy (the Partnership Agreement). The
amendments made to the Fourth Amended and Restated Agreement of
Limited Partnership of NuStar Energy and reflected in the
Partnership Agreement include, among other things, a waiver of
quarterly distributions made to the General Partner, as holder of
NuStar Energys incentive distribution rights (IDRs), by the
amount equal to the excess in available cash attributable to any
common units of NuStar Energy issued from the date of the
purchase agreement related to NuStar Energys recently announced,
pending acquisition of Navigator Energy Services, LLC (the
Acquisition) through the end of the ten consecutive quarter
period anticipated to begin with the distribution in respect of
the second quarter of 2017, subject to an aggregate cap of
$22.0million. If for any reason the Acquisition is not
consummated, the waiver of distributions on the IDRs will not
become effective.

The description of the Partnership Agreement contained in this
Item 1.01 is qualified in its entirety by reference to the full
text of the Partnership Agreement, which is filed as Exhibit 10.1
hereto and is incorporated by reference herein.

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(d)Exhibits

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About NuStar GP Holdings, LLC (NYSE:NSH)

NuStar GP Holdings, LLC holds interests in NuStar Energy L.P. (NuStar Energy). NuStar Energy is engaged in the transportation of petroleum products and anhydrous ammonia, the terminalling and storage of petroleum products, and the marketing of petroleum products. NuStar Energy has terminal and storage facilities in the United States, Canada, Mexico, the Netherlands, including St. Eustatius in the Caribbean, and the United Kingdom. The Company’s subsidiary, NuStar GP, LLC, provides administrative services to it. The Company, through NuStar Energy, holds interests in approximately 80 terminal and storage facilities with over 90 million barrels of storage capacity, and approximately 8,700 miles of crude oil and refined product pipelines.

NuStar GP Holdings, LLC (NYSE:NSH) Recent Trading Information

NuStar GP Holdings, LLC (NYSE:NSH) closed its last trading session up +0.05 at 27.40 with 143,066 shares trading hands.