TransMontaigne Partners L.P. (NYSE:TLP) Files An 8-K Submission of Matters to a Vote of Security Holders
Item 5.07. Submission of Matters to a Vote of Security Holders.
On February26, 2019, TransMontaigne Partners L.P., a Delaware limited partnership (“TLP”), held a special meeting of unitholders (the “Special Meeting”), to vote on the proposals identified in the definitive proxy statement dated January25, 2019, which was first mailed to TLP unitholders on or about January25, 2019.
As of the close of business on January28, 2019, the record date for the Special Meeting, there were 16,229,123 TLP common units outstanding and entitled to vote at the Special Meeting. A quorum of 10,473,256 common units was represented in person or by proxy at the Special Meeting. A summary of the voting results for the following proposals, which are described in detail in the definitive proxy statement, is set forth below:
1.Proposal to approve the Agreement and Plan of Merger, dated as of November25, 2018, by and among TLP, TransMontaigne GP L.L.C., the general partner of the Partnership (the “General Partner”), TLP Finance Holdings, LLC (“Parent”), TLP Merger Sub, LLC (“Merger Sub”), TLP Acquisition Holdings, LLC (“TLP Holdings”) and, solely for the purposes of Section6.19 thereof, TLP Equity Holdings, LLC (“Equity Holdings”), and the transactions contemplated thereby, including the merger (the “Merger Proposal”). The Merger Proposal received the affirmative vote of approximately 97.2% of the outstanding common units represented at the Special Meeting in person or by proxy.
|
Votes For |
VotesAgainst |
VotesAbstained |
BrokerNon- Votes |
|
10,179,188 |
277,439 |
16,629 |
2.Proposal to approve the adjournment of the Special Meeting, if necessary or appropriate, to solicit additional proxies if there are not sufficient votes to approve the Merger Agreement and the Merger at the time of the Special Meeting (the “Adjournment Proposal”). The Adjournment Proposal received the affirmative vote of approximately 96.7% of the outstanding common units represented at the Special Meeting in person or by proxy.
|
Votes For |
VotesAgainst |
VotesAbstained |
BrokerNon- Votes |
|
9,998,340 |
314,916 |
26,167 |
133,833 |
No other business properly came before the Special Meeting.
Item 5.07. Other Events.
On February26, 2019, TLP issued a press release announcing the results of the unitholder vote at the Special Meeting. A copy of the press release is attached as Exhibit99.1 to this Current Report on Form8-K and is incorporated herein by reference.
Item 5.07. Financial Statements and Exhibits.
(d) Exhibits
TransMontaigne Partners L.P. Exhibit
EX-99.1 2 a19-5348_1ex99d1.htm EX-99.1 Exhibit 99.1 TransMontaigne Partners L.P. Announces Unitholder Approval and Effective Date of Purchase of its Outstanding Common Units by an Affiliate of ArcLight Energy Partners Denver,…
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About TransMontaigne Partners L.P. (NYSE:TLP)
TransMontaigne Partners L.P. (TransMontaigne Partners) is a terminaling and transportation company with operations in the United States along the Gulf Coast, in the Midwest, in Brownsville, Texas, along the Mississippi and Ohio Rivers, and in the Southeast. Its segments are Gulf Coast terminals, Midwest terminals and pipeline system, Brownsville terminals, River terminals and Southeast terminals. The Company provides integrated terminaling, storage, transportation and related services for customers engaged in the distribution and marketing of light refined petroleum products, heavy refined petroleum products, crude oil, chemicals, fertilizers and other liquid products. Light refined products include gasolines, diesel fuels, heating oil and jet fuels. Heavy refined products include residual fuel oils and asphalt. It manages and operates tank capacity at its Port Everglades (South) terminal for an oil company.
