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CSI Compressco LP Form 8-K: Current report, 2018

CSI Compressco LP Form 8-K: Current report

Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.

  • 2018-12-26: Form 8-K; Period of report 2018-12-24; Description 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; Details 5.03.
  • 2018-12-21: Form 8-K; Period of report 2018-12-20; Description 7.01 Regulation FD Disclosure; Details 7.01.
  • 2018-12-12: Form 8-K; Period of report 2018-12-10; Description 3.02 Unregistered Sales of Equity Securities; Details 3.02.
  • 2018-12-04: Form 8-K; Period of report 2018-11-28; Description 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; Details 5.02.
FiledFormPeriod of reportDescriptionDetailsDocument
2018-12-268-K2018-12-245.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year5.03 On December 24, 2018, CSI Compressco GP Inc. (the “General Partner”), acting in its capacity as the general partner of CSI Compressco LP (the “Partnership”) and on behalf of the limited partners of the Partnership, entered into Amendment No. 2 (the “LPA Amendment”) to the Second Amended and Restated Agreement of Limited Partnership of the Partnership (the “Partnership Agreement”).d678292d8k.htm
2018-12-218-K2018-12-207.01 Regulation FD Disclosure7.01 On December 20, 2018, CSI Compressco LP, a Delaware limited partnership (the “Partnership”) issued a press release announcing an update on fourth quarter 2018 guidance and providing guidance on total year 2019.cclp-8k_20181220.htm
2018-12-128-K2018-12-103.02 Unregistered Sales of Equity Securities3.02 As previously reported in Current Reports on Form 8-K filed on August 8, 2016 and September 21, 2016 by CSI Compressco LP, a Delaware limited partnership (the “Partnership”), the Partnership issued Series A Convertible Preferred Units representing limited partner interests in the Partnership (the “Preferred Units”) to certain purchasers thereof (the “Preferred Unitholders”).cclp-8k_20181212.htm
2018-12-048-K2018-11-285.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 As previously disclosed in the Information Statement on Schedule 14C filed with the Securities and Exchange Commission on November 8, 2018 (the “Information Statement”), on October 6, 2018, the board of directors (the “Board”) of CSI Compressco GP Inc., the general partner (the “General Partner”) of CSI Compressco LP (the “Partnership”), unanimously approved the CSI Compressco LP Second Amended and Restated 2011 Long Term Incentive Plan (the “Amended LTIP”), which is an amendment and restatement of the CSI Compressco LP Amended and Restated 2011 Long Term Incentive Plan (the “LTIP”), subject to unitholder approval.cclp-8k_20181128.htm
2018-11-138-K2018-11-083.02 Unregistered Sales of Equity Securities3.02 As previously reported in Current Reports on Form 8-K filed on August 8, 2016 and September 21, 2016 by CSI Compressco LP, a Delaware limited partnership (the “Partnership”), the Partnership issued Series A Convertible Preferred Units representing limited partner interests in the Partnership (the “Preferred Units”) to certain purchasers thereof (the “Preferred Unitholders”).cclp-8k_20181108.htm
2018-11-078-K2018-11-072.02 Results of Operations and Financial Condition2.02 On November 7, 2018, CSI Compressco LP (the “Partnership”), issued a news release announcing its financial results for the third quarter, 2018.cclp-8k_20181107.htm
2018-11-018-K2018-10-265.07 Submission of Matters to a Vote of Security Holders5.07 Effective October 26, 2018, the holders of 70.44% of the outstanding common units and Series A preferred units (on an as-converted basis) (collectively, the “Consenting Majority Unitholders”) of CSI Compressco LP (the “Partnership”) consented in writing to the adoption of the CSI Compressco LP Second Amended and Restated 2011 Long Term Incentive Plan (the “Amended LTIP”).cclp-8k_20181026.htm
2018-10-228-K2018-10-198.01 Other Events8.01 On October 19, 2018, the Board of Directors of CSI Compressco GP Inc., the general partner of CSI Compressco LP (the “Partnership”), declared a cash distribution attributable to the quarter ended September 30, 2018 of $0.1875 per outstanding common unit, which is equal to the previous quarterly distribution.cclp-8k_20181019.htm
2018-10-108-K2018-10-083.02 Unregistered Sales of Equity Securities3.02 As previously reported in Current Reports on Form 8-K filed on August 8, 2016 and September 21, 2016 by CSI Compressco LP, a Delaware limited partnership (the “Partnership”), the Partnership issued Series A Convertible Preferred Units representing limited partner interests in the Partnership (the “Preferred Units”) to certain purchasers thereof (the “Preferred Unitholders”).cclp-8k_20181010.htm
2018-10-018-K2018-09-275.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 8.01 Other Events5.02 On October 1, 2018, C. Brad Benge notified CSI Compressco GP Inc., the general partner (the “General Partner”) of CSI Compressco LP (the “Partnership”), that he will be retiring.
8.01 On October 1, 2018, the Partnership issued a news release, a copy of which is attached hereto as Exhibit 99.1 and incorporated herein by reference, announcing the departure of Mr. Benge and the appointment of his successor.
cclp-8k_20180927.htm
2018-09-138-K2018-09-103.02 Unregistered Sales of Equity Securities3.02 As previously reported in Current Reports on Form 8-K filed on August 8, 2016 and September 21, 2016 by CSI Compressco LP, a Delaware limited partnership (the “Partnership”), the Partnership issued Series A Convertible Preferred Units representing limited partner interests in the Partnership (the “Preferred Units”) to certain purchasers thereof (the “Preferred Unitholders”).cclp-8k_20180910.htm
2018-08-108-K2018-08-083.02 Unregistered Sales of Equity Securities3.02 As previously reported in Current Reports on Form 8-K filed on August 8, 2016 and September 21, 2016 by CSI Compressco LP, a Delaware limited partnership (the “Partnership”), the Partnership issued Series A Convertible Preferred Units representing limited partner interests in the Partnership (the “Preferred Units”) to certain purchasers thereof (the “Preferred Unitholders”).cclp-8k_20180808.htm
2018-08-088-K2018-08-082.02 Results of Operations and Financial Condition2.02 On August 8, 2018, CSI Compressco LP (the “Partnership”), issued a news release announcing its financial results for the second quarter, 2018.cclp-8k_20180808.htm
2018-07-208-K2018-07-198.01 Other Events8.01 On July 19, 2018, the Board of Directors of CSI Compressco GP Inc., the general partner of CSI Compressco LP (the “Partnership”), declared a cash distribution attributable to the quarter ended June 30, 2018 of $0.1875 per outstanding common unit, which is equal to the previous quarterly distribution.cclp-8k_20180719.htm
2018-07-108-K2018-07-093.02 Unregistered Sales of Equity Securities3.02 As previously reported in Current Reports on Form 8-K filed on August 8, 2016 and September 21, 2016 by CSI Compressco LP, a Delaware limited partnership (the “Partnership”), the Partnership issued Series A Convertible Preferred Units representing limited partner interests in the Partnership (the “Preferred Units”) to certain purchasers thereof (the “Preferred Unitholders”).cclp-8k_20180709.htm
2018-07-038-K2018-06-291.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant1.01 On June 29, 2018, CSI Compressco LP, a Delaware limited partnership (the “Partnership”), CSI Compressco Sub Inc., a Delaware corporation and direct wholly owned subsidiary of the Partnership (“Compressco Sub”), and CSI Compressco Operating LLC, a Delaware limited liability company and direct wholly owned subsidiary of the Partnership (“Operating LLC”, and collectively with the Partnership and Compressco Sub, the “Borrowers”), and certain subsidiaries of the Partnership named therein as guarantors (the “Guarantors”), entered into that certain Loan and Security Agreement (the “New Credit Agreement”) with the lenders from time to time party thereto (the “Lenders”), and Bank of America, N.A., in its capacity as administrative agent, collateral agent, letter of credit issuer and swing line lender.
2.03 The information set forth in Item 1.01 of this Current Report on Form 8-K is hereby incorporated by reference in this Item 2.03.
cclp-8k_20180629.htm
2018-06-128-K2018-06-083.02 Unregistered Sales of Equity Securities3.02 As previously reported in Current Reports on Form 8-K filed on August 8, 2016 and September 21, 2016 by CSI Compressco LP, a Delaware limited partnership (the “Partnership”), the Partnership issued Series A Convertible Preferred Units representing limited partner interests in the Partnership (the “Preferred Units”) to certain purchasers thereof (the “Preferred Unitholders”).cclp-8k_20180608.htm
2018-05-318-K2018-05-317.01 Regulation FD Disclosure7.01 On May 31, 2018, management of CSI Compressco GP Inc., the general partner of CSI Compressco LP (the “Partnership”), will be presenting to and participating in meetings with certain investors and analysts.cclp-8k_20180531.htm
2018-05-098-K2018-05-083.02 Unregistered Sales of Equity Securities3.02 As previously reported in Current Reports on Form 8-K filed on August 8, 2016 and September 21, 2016 by CSI Compressco LP, a Delaware limited partnership (the “Partnership”), the Partnership issued Series A Convertible Preferred Units representing limited partner interests in the Partnership (the “Preferred Units”) to certain purchasers thereof (the “Preferred Unitholders”).cclp-8k_20180508.htm
2018-05-078-K2018-05-072.02 Results of Operations and Financial Condition2.02 On May 7, 2018, CSI Compressco LP (the “Partnership”), issued a news release announcing its financial results for the first quarter, 2018.cclp-8k_20180507.htm
2018-04-208-K2018-04-198.01 Other Events8.01 On April 19, 2018, the Board of Directors of CSI Compressco GP Inc., the general partner of CSI Compressco LP (the “Partnership”), declared a cash distribution attributable to the quarter ended March 31, 2018 of $0.1875 per outstanding common unit, which is equal to the previous quarterly distribution.cclp-8k_20180419.htm
2018-04-108-K2018-04-093.02 Unregistered Sales of Equity Securities3.02 As previously reported in Current Reports on Form 8-K filed on August 8, 2016 and September 21, 2016 by CSI Compressco LP, a Delaware limited partnership (the “Partnership”), the Partnership issued Series A Convertible Preferred Units representing limited partner interests in the Partnership (the “Preferred Units”) to certain purchasers thereof (the “Preferred Unitholders”).cclp-8k_20180409.htm
2018-03-278-K2018-03-221.01 Entry into a Material Definitive Agreement; 1.02 Termination of a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant1.01 On March 22, 2018 (the “Closing Date”), CSI Compressco LP, a Delaware limited partnership (the “Partnership”), and CSI Compressco Finance Inc., a Delaware corporation and wholly owned subsidiary of the Partnership (“Finance Corp” and, together with the Partnership, the “Issuers”), completed the issuance and sale (the “Offering”) of $350 million in aggregate principal amount of their 7.500% Senior Secured First Lien Notes due 2025 (the “Notes”) pursuant to the Purchase Agreement, dated as of March 8, 2018 (the “Purchase Agreement”), by and among the Partnership, Finance Corp, the guarantors named therein (the “Guarantors” and, together with the Issuers, the “Obligors”) and Merrill Lynch, Pierce, Fenner & Smith Incorporated as representative of the initial purchasers listed in Schedule A thereto (collectively, the “Initial Purchasers”).
1.02 On March 22, 2018, in connection with the closing of the Offering, the Partnership repaid all outstanding borrowings and obligations under its existing revolving credit facility with a portion of the net proceeds from the Offering, and terminated this credit facility.
2.03 The information set forth in Item 1.01 of this Current Report on Form 8-K is hereby incorporated by reference in this Item 2.03 hereof.
cclp-8k_20180322.htm
2018-03-138-K2018-03-088.01 Other Events8.01 On March 8, 2018, CSI Compressco LP, a Delaware limited partnership (the “Partnership”), CSI Compressco Finance Inc., a Delaware corporation and wholly owned subsidiary of the Partnership (“Finance Corp” and, together with the Partnership, the “Issuers”), and the guarantors named therein (the “Guarantors”), entered into the Purchase Agreement (the “Purchase Agreement”) with Merrill Lynch, Pierce, Fenner & Smith Incorporated as representative of the initial purchasers listed in Schedule A thereto (collectively, the “Initial Purchasers”), pursuant to which the Issuers agreed to issue and sell to the Initial Purchasers $350 million aggregate principal amount of the Issuers’ 7.500% Senior Secured First Lien Notes due 2025 (the “Notes”).cclp-8k_20180308.htm
2018-03-098-K2018-03-083.02 Unregistered Sales of Equity Securities3.02 As previously reported in Current Reports on Form 8-K filed on August 8, 2016 and September 21, 2016 by CSI Compressco LP, a Delaware limited partnership (the “Partnership”), the Partnership issued Series A Convertible Preferred Units representing limited partner interests in the Partnership (the “Preferred Units”) to certain purchasers thereof (the “Preferred Unitholders”).cclp-8k_20180308.htm
2018-03-058-K2018-03-057.01 Regulation FD Disclosure; 8.01 Other Events7.01 On March 5, 2018, CSI Compressco LP, a Delaware limited partnership (the “Partnership”), announced its intent, subject to market conditions, to offer, with its wholly-owned subsidiary CSI Compressco Finance Inc., a Delaware corporation, $350 million in aggregate principal amount of senior secured first lien notes due 2025 (the “Notes”) in a private placement to eligible purchasers.
8.01 On March 5, 2018, the Partnership issued a press release, a copy of which is attached hereto as Exhibit 99.1 and incorporated herein by reference, announcing the offering of the Notes.
cclp-8k_20180305.htm
2018-02-278-K2018-02-272.02 Results of Operations and Financial Condition2.02 On February 27, 2018, CSI Compressco LP (the “Partnership”), issued a news release announcing its financial results for the fourth quarter and full year ended December 31, 2017.cclp-8k_20180227.htm
2018-02-268-K2018-02-215.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On February 21, 2018, CSI Compressco Field Services, L.L.C., the sole shareholder of CSI Compressco GP Inc., the general partner (“General Partner”) of CSI Compressco LP, a Delaware limited partnership (the “Partnership”) elected Brady M. Murphy as a member of the Board of Directors of the General Partner.cclp-8k_20180221.htm
2018-02-148-K2018-02-083.02 Unregistered Sales of Equity Securities3.02 As previously reported in Current Reports on Form 8-K filed on August 8, 2016 and September 21, 2016 by CSI Compressco LP, a Delaware limited partnership (the “Partnership”), the Partnership issued Series A Convertible Preferred Units representing limited partner interests in the Partnership (the “Preferred Units”) to certain purchasers thereof (the “Preferred Unitholders”).cclp-8k_20180208.htm
2018-01-228-K2018-01-198.01 Other Events8.01 On January 19, 2018, the Board of Directors of CSI Compressco GP Inc. (the “Board of Directors”), the general partner of CSI Compressco LP (the “Partnership”), declared a cash distribution attributable to the quarter ended December 31, 2017 of $0.1875 per outstanding common unit, which is equal to the previous quarterly distribution.cclp-8k_20180119.htm
2018-01-228-K2018-01-195.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On January 19, 2018, the Board of Directors of CSI Compressco GP, Inc. (“General Partner”), the general partner of CSI Compressco LP (the “Partnership”), elected Michael E. Moscoso as Vice President – Finance of the General Partner, in which role he will assume responsibilities from Elijio V. Serrano as the principal accounting officer.cclp-8k_20180119.htm
2018-01-118-K2018-01-083.02 Unregistered Sales of Equity Securities3.02 As previously reported in Current Reports on Form 8-K filed on August 8, 2016 and September 21, 2016 by CSI Compressco LP, a Delaware limited partnership (the “Partnership”), the Partnership issued Series A Convertible Preferred Units representing limited partner interests in the Partnership (the “Preferred Units”) to certain purchasers thereof (the “Preferred Unitholders”).cclp-8k_20180108.htm