On October 25, 2019, Sprague Resources GP LLC, the general partner (the “General Partner”) of Sprague Resources LP, a Delaware limited partnership (the “Partnership”), entered into Amendment No. 2 (“Amendment No. 2”) to the First Amended and Restated Agreement of Limited Partnership of Sprague Resources LP dated as of October 30, 2013, as amended by Amendment No. 1, dated as of December 20, 2017. Amendment No. 2 provides, generally, that if the holder(s) of a majority of the incentive distribution rights (“IDRs”) in the Partnership request that all or a portion of the amount payable with respect to a given quarter to the holders of the IDRs not be distributed to the holders of the IDRs (the “Waived IDR Amount”), then the General Partner shall not distribute the Waived IDR Amount for such quarter. Amendment No. 2 further provides that such Waived IDR Amount may be payable in the future, without interest, if certain conditions are met.

The foregoing description of Amendment No. 2 does not purport to be complete and is qualified in its entirety by reference to the complete text of Amendment No. 2, a copy of which is filed as Exhibit 3.3 to this Current Report and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

EXHIBIT DESCRIPTION

3.1 Amendment No. 2, dated as of October 25, 2019, to the First Amended and Restated Agreement of Limited Partnership of Sprague Resources LP dated as of October 30, 2013

Sprague Resources LP Exhibit
EX-3.1 2 exhibit-31amendment.htm EXHIBIT 3.1 Exhibit EXECUTION COPYAMENDMENT NO. 2 TO THE FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF SPRAGUE RESOURCES LPThis Amendment No. 2 (this “Amendment”) to the First Amended and Restated Agreement of Limited Partnership of Sprague Resources LP,…
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About SPRAGUE RESOURCES LP (NYSE:SRLP)

Sprague Resources LP is engaged in the purchase, storage, distribution and sale of refined products and natural gas, and provides storage and handling services for a range of materials. The Company operates through four segments: refined products, natural gas, materials handling and other operations. Its refined products segment purchases a range of refined products, such as heating oil, diesel fuel, residual fuel oil, asphalt, kerosene, jet fuel and gasoline from refining companies, trading organizations and producers, and sells them to its customers. Its natural gas segment purchases, sells and distributes natural gas to commercial and industrial customers in the Northeast and Mid-Atlantic United States. Its materials handling segment offloads, stores and prepares for delivery a range of customer-owned products, including asphalt, clay slurry, salt and gypsum. The Company’s other operations segment includes sale of coal and commercial trucking activity.