PennTex Midstream Partners, LP Form 8-K: Current report
Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.
- 2017-06-30: Form 8-K; Period of report 2017-06-30; Description 8.01 Other Events; Details 8.01.
- 2017-06-20: Form 8-K; Period of report 2017-06-20; Description 7.01 Regulation FD Disclosure; Details 7.01.
- 2017-06-02: Form 8-K; Period of report 2017-06-01; Description 8.01 Other Events; Details 8.01.
- 2017-05-22: Form 8-K; Period of report 2017-05-19; Description 8.01 Other Events; Details 8.01.
| Filed | Form | Period of report | Description | Details | Document |
|---|---|---|---|---|---|
| 2017-06-30 | 8-K | 2017-06-30 | 8.01 Other Events | 8.01 In connection with the previously announced redemption of the outstanding common units representing limited partner interests (the “Common Units”) in PennTex Midstream Partners, LP (the “Partnership”) by Energy Transfer Partners, L.P., the Partnership has filed a Form 25 with the Securities and Exchange Commission (the “SEC”) with respect to the delisting of the Partnership’s Common Units. | d421167d8k.htm |
| 2017-06-20 | 8-K | 2017-06-20 | 7.01 Regulation FD Disclosure | 7.01 On June 20, 2017, PennTex Midstream Partners, LP (the “Partnership”) issued a press release announcing that, as of 5:00 p.m., Eastern Time, on June 19, 2017, the expiration time of the previously announced tender offer by Energy Transfer Partners, L.P. (“ETP”) to acquire all of the outstanding common units representing limited partner interests in the Partnership (the “Common Units”), approximately 12,360,503 Common Units, including those Common Units delivered through notices of guaranteed delivery, were validly tendered and accepted for purchase by ETP. | d412878d8k.htm |
| 2017-06-02 | 8-K | 2017-06-01 | 8.01 Other Events | 8.01 On June 1, 2017, PennTex Midstream Partners, LP (the “Partnership”) issued a press release announcing that the conflicts committee of the board of directors of the Partnership’s general partner has recommended, on behalf of the Partnership, that the Partnership’s common unitholders accept the previously announced tender offer by Energy Transfer Partners, L.P. to acquire all of the outstanding common units representing limited partner interests in the Partnership. | d407602d8k.htm |
| 2017-05-22 | 8-K | 2017-05-19 | 8.01 Other Events | 8.01 On May 19, 2017, PennTex Midstream Partners, LP (the “Partnership”) issued a “stop-look-and-listen” press release with respect to the commencement by Energy Transfer Partners, L.P. of an unsolicited tender offer to acquire all of the outstanding common units representing limited partner interests in the Partnership. | d351792d8k.htm |
| 2017-05-03 | 8-K | 2017-05-03 | 2.02 Results of Operations and Financial Condition | 2.02 On May 3, 2017, PennTex Midstream Partners, LP (the “Partnership”) issued a press release announcing the Partnership’s financial and operational results for the first quarter of 2017. | q117_ptxpxform8-k.htm |
| 2017-02-27 | 8-K | 2017-02-27 | 4.01 Changes in Registrant's Certifying Accountant | 4.01 The Audit Committee of the Board of Directors of PennTex Midstream GP, LLC, the general partner of PennTex Midstream Partners, LP (“PennTex”), approved the dismissal of Ernst & Young LLP (“EY”) as its independent registered public accounting firm. | a8-kchangeauditors.htm |
| 2017-02-03 | 8-K | 2017-02-03 | 2.02 Results of Operations and Financial Condition | 2.02 On February 3, 2017, PennTex Midstream Partners, LP (the “Partnership”) issued a press release announcing the Partnership’s financial and operational results for the fourth quarter of 2016. | q416_ptxpxform8-k.htm |
| 2017-01-23 | 8-K | 2017-01-20 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 Effective January 20, 2017, Kenneth E. Hertel, the Vice President, Controller and Chief Accounting Officer of PennTex Midstream GP, LLC (the “General Partner”), the general partner of PennTex Midstream Partners, LP (the “Partnership”), resigned from his positions as Controller and Chief Accounting Officer upon mutual agreement with the General Partner in connection with the appointment of a new Principal Accounting Officer. | ptxp8-kprinaccoff.htm |
| 2016-11-02 | 8-K | 2016-11-02 | 2.02 Results of Operations and Financial Condition; 5.01 Changes in Control of Registrant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 7.01 Regulation FD Disclosure | 5.01 On November 1, 2016, pursuant to the terms of the previously announced Contribution Agreement (the “Contribution Agreement”), dated October 24, 2016, among PennTex Midstream Partners, LLC (“PennTex Development”), Energy Transfer Partners, L.P. (“ETP”), NGP X US Holdings, L.P. (“NGP”), MRD Midstream LLC (“MRD Midstream”), WHR Midstream LLC (“WHR Midstream”) and the additional contributors party thereto (together with NGP, MRD Midstream and WHR Midstream, the “Contributors”), ETP acquired from the Contributors (i) 100% of the membership interests in PennTex Development; (ii) 6,301,596 common units representing limited partner interests in PennTex Midstream Partners, LP (the “Partnership”); (iii) 20,000,000 subordinated units representing limited partner interests in the Partnership; (iv) 100% of the membership interests in PennTex Midstream GP, LLC, the general partner of the Partnership (the “General Partner”); and (v) 100% of the incentive distribution rights in the Partnership (collectively, the “Acquisition”). 5.02 As of the Effective Time, Thomas F. Karam, Christopher G. Carter, Cameron J. Dunn, David W. Hayes and Christopher D. Ray resigned as members of the Board. 7.01 On November 2, 2016, the Partnership issued a press release with respect to the changes in the Board and management described in Item 5.02 of this Current Report. | ptxp8-kclosing.htm |
| 2016-10-28 | 8-K | 2016-10-28 | 2.02 Results of Operations and Financial Condition | 2.02 On October 28, 2016, PennTex Midstream Partners, LP (the “Partnership”) issued a press release announcing the Partnership’s financial and operational results for the third quarter of 2016. | q316_ptxpxform8-k.htm |
| 2016-10-25 | 8-K | 2016-10-25 | 8.01 Other Events | 8.01 On October 24, 2016, PennTex Midstream Partners, LLC (“PennTex Development”) entered into a Contribution Agreement (the “Contribution Agreement”) with Energy Transfer Partners, L.P. (“ETP”), NGP X US Holdings, L.P. (“NGP”), and the additional contributors party thereto (together with NGP, the “Contributors”). | ptxp8-k.htm |
| 2016-08-04 | 8-K | 2016-08-04 | 2.02 Results of Operations and Financial Condition | 2.02 On August 4, 2016, PennTex Midstream Partners, LP (the “Partnership”) issued a press release announcing the Partnership’s financial and operational results for the second quarter of 2016. | form8-k_q216.htm |
| 2016-06-15 | 8-K | 2016-06-14 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On June 10, 2016, the Board of Directors (the “Board”) of PennTex Midstream GP, LLC (the “General Partner”), the general partner of PennTex Midstream Partners, LP (the “Partnership”), approved grants of phantom units pursuant to the PennTex Midstream Partner, LP 2015 Long-Term Incentive Plan (the “LTIP”) to certain executive officers of the General Partner, including a grant of 35,844 phantom units to Thomas F. Karam, Chairman and Chief Executive Officer of the General Partner, a grant of 26,770 phantom units to Robert O. Bond, President and Chief Operating Officer of the General Partner, and a grant of 26,770 phantom units to Steven R. Jones, Executive Vice President and Chief Financial Officer of the General Partner. | form8-k16grant.htm |
| 2016-05-06 | 8-K | 2016-05-06 | 2.02 Results of Operations and Financial Condition | 2.02 On May 6, 2016, PennTex Midstream Partners, LP (the “Partnership”) issued a press release announcing the Partnership’s financial and operational results for the first quarter of 2016. | form8-kq116.htm |
| 2016-02-25 | 8-K | 2016-02-25 | 2.02 Results of Operations and Financial Condition | 2.02 On February 25, 2016, PennTex Midstream Partners, LP (the “Partnership”) issued a press release announcing the Partnership’s financial and operational results for the fourth quarter of 2015. | a4q2015form8-k.htm |
| 2016-02-04 | 8-K | 2016-02-04 | 1.01 Entry into a Material Definitive Agreement; 8.01 Other Events | 1.01 Entry into a Material Definitive Agreement. 8.01 On February 3, 2016, PennTex NLA consented to MRD’s entry into a firm ten-year transportation agreement to transport specified volumes of MRD’s residue gas on the Regency Intrastate Gas pipeline, including transportation within the area of mutual interest specified in the Amended and Restated Area of Mutual Interest and Midstream Exclusivity Agreement dated as of April 14, 2015 by and among PennTex NLA, MRD, MRD WHR LA Midstream LLC and PennTex NLA Holdings, LLC, an affiliate of the Partnership’s general partner. | a8-kgta.htm |
| 2015-11-06 | 8-K | 2015-11-06 | 2.02 Results of Operations and Financial Condition; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 2.02 On November 6, 2015, PennTex Midstream Partners, LP (the “Partnership”) issued a press release announcing the Partnership’s results of operations for the third quarter of 2015. 5.02 On November 6, 2015, David C. Lawler was appointed to the board of directors (the “Board”) of PennTex Midstream GP, LLC, the general partner of the Partnership (the “General Partner”). | form8-k.htm |
| 2015-08-07 | 8-K | 2015-08-07 | 1.01 Entry into a Material Definitive Agreement; 2.02 Results of Operations and Financial Condition | 1.01 Entry into a Material Definitive Agreement. 2.02 On August 7, 2015, the Partnership issued a press release announcing the Partnership’s results of operations for the second quarter of 2015. | earnings8-k.htm |
| 2015-07-27 | 8-K | 2015-07-27 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On July 24, 2015, Richard S. Walker was appointed to the board of directors (the “Board”) of PennTex Midstream GP, LLC (the “General Partner”), the general partner of PennTex Midstream Partners, LP (the “Partnership”). | form8-k07272015.htm |
| 2015-06-09 | 8-K | 2015-06-03 | 1.01 Entry into a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 3.02 Unregistered Sales of Equity Securities; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year | 1.01 Entry into a Material Definitive Agreement. 2.01 On June 9, 2015, in connection with the closing of the Offering, the Partnership entered into a Contribution, Conveyance and Assumption Agreement (the “Contribution Agreement”) with PennTex Development, NLA Holdings, MRD WHR LA, PennTex Operating and Midstream Operating. 2.03 The Partnership previously entered into that certain MLP Credit Agreement, dated as of December 19, 2014, among the Partnership, as borrower, Royal Bank of Canada, as administrative agent, and the other lenders party thereto, as amended by the First Amendment to MLP Credit Agreement dated as of May 6, 2015 (as amended, the “Revolving Credit Agreement”). 3.02 The description in Item 2.01 above of the issuance of Common Units and Subordinated Units by the Partnership to PennTex NLA and MRD WHR LA on June 9, 2015 in connection with the consummation of the transactions contemplated by the Contribution Agreement is incorporated into this Item 3.02 by reference. 5.02 Effective June 4, 2015, Christopher Ray, Christopher Carter, Cameron Dunn, David Hayes and Robert Jordan became members of the Board of Directors (the “Board”) of the General Partner. 5.03 On June 9, 2015, in connection with the closing of the Offering, the General Partner and PennTex Development, as organizational limited partner, amended and restated the Agreement of Limited Partnership of the Partnership and entered into the First Amended and Restated Agreement of Limited Partnership of PennTex Midstream Partners, LP (as amended and restated, the “Partnership Agreement”). | d939340d8k.htm |