SPRAGUE RESOURCES LP (NYSE:SRLP) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01. Entry into a Material Definitive Agreement.
wholly owned subsidiary of Sprague Resources LP (Sprague
Resources), entered into a First Amendment to Asset Purchase
Agreement (the Amendment) with Carbo Industries, Inc. (Carbo
Industries) and Carbo Realty, LLC (Carbo Realty), amending that
certain Asset Purchase Agreement dated March 13, 2017 (the Asset
Purchase Agreement) by and among Sprague, Carbo Industries, Carbo
Realty and, for certain limited purposes, Paul Hochhauser
(collectively, Carbo). The Amendment provides that, among other
things, at or prior to closing, Carbo Realty will execute and
deliver to Sprague a license agreement for the exclusive use of a
certain portion of the property located at 30 Inip Drive, Inwood,
NY and the non-exclusive use of certain additional portions of
such property, until such time as an agreement granting to
Sprague an easement to such portions of the property is properly
recorded.
exhibit is incorporated herein by reference. The description of
the Amendment contained in this Current Report on Form 8-K is
qualified in its entirety by reference to the full text of the
Amendment.
completed the previously announced acquisition of substantially
all of the operating assets of Carbo Industries and Carbo Realty
to Asset Purchase Agreement (as defined above) and the Unit
Purchase Agreement, dated March 13, 2017, between Sprague
Resources and Carbo Industries (the Unit Purchase Agreement).
(i) the Seller Petroleum Products Inventory Amount, (ii) the
Buyer Employee Obligations, (iii) the assumption of the Assumed
Liabilities, and (iv) the Bonus Units (each as defined in the
Asset Purchase Agreement). The consideration was paid as follows:
(i) a $10 million cash payment at closing, (ii) 1,131,551 common
units issued by Sprague Resources at closing, calculated in
accordance with the Unit Purchase Agreement, and (iii) the
balance shall be paid in cash in monthly installments over the
ten-year period following the closing.
reference to the full texts of the Asset Purchase Agreement and
the Unit Purchase Agreement, which were filed as Exhibit 2.1 and
Exhibit 10.1, respectively, to Sprague Resources Current Report
on Form 8-K filed on March 16, 2017 and are incorporated in this
Item 2.01 by reference.
filed as Exhibit 99.1 to this Current Report on Form 8-K and is
incorporated in this Item 2.01 by reference.
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EXHIBIT
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DESCRIPTION
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2.1
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First Amendment dated April 18, 2017 to Asset Purchase
Agreement by and among Sprague Operating Resources LLC, Carbo Industries, Inc. and Carbo Realty, LLC |
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99.1
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Press Release regarding the Carbo acquisition issued by
of Sprague Resources LP dated April 19, 2017 |
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. SPRAGUE RESOURCES LP (NYSE:SRLP) Recent Trading Information
SPRAGUE RESOURCES LP (NYSE:SRLP) closed its last trading session up +0.10 at 27.25 with 19,455 shares trading hands.