SPRAGUE RESOURCES LP Form 8-K: Current report
Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.
- 2022-11-01: Form 8-K; Period of report 2022-11-01; Description 2.01 Completion of Acquisition or Disposition of Assets; 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; 3.03 Material Modification to Rights of Security Holders; 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; 8.01 Other Events; Details 2.01.
- 2022-10-21: Form 8-K; Period of report 2022-10-21; Description 8.01 Other Events; Details 8.01.
- 2022-09-02: Form 8-K; Period of report 2022-09-02; Description 1.01 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 Registrant; Details 1.01.
- 2022-09-02: Form 8-K; Period of report 2022-08-31; Description 1.01 Entry into a Material Definitive Agreement; 7.01 Regulation FD Disclosure; 8.01 Other Events; Details 1.01.
| Filed | Form | Period of report | Description | Details | Document |
|---|---|---|---|---|---|
| 2022-11-01 | 8-K | 2022-11-01 | 2.01 Completion of Acquisition or Disposition of Assets; 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; 3.03 Material Modification to Rights of Security Holders; 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; 8.01 Other Events | 2.01 The information set forth in the Introductory Note of this Current Report on Form 8-K is incorporated into this Item 2.01 by reference. 3.01 The information included under Item 2.01 above is incorporated into this Item 3.01 by reference. 3.03 The information included under Item 2.01 is incorporated into this Item 3.03 by reference. 5.02 On November 1, 2022, following the completion of the Merger, the following independent directors resigned from their respective positions as directors: Beth A. Bowman, C. Gregory Harper and John A. Shapiro. 7.01 Upon filing the Form 15, the Partnership will no longer file reports with the SEC. 8.01 On November 1, 2022, the Partnership issued a press release announcing the closing of the Merger. | tm2229111d2_8k.htm |
| 2022-10-21 | 8-K | 2022-10-21 | 8.01 Other Events | 8.01 On October 21, 2022, Sprague Resources LP (the “Partnership”) issued a press release announcing the anticipated closing date of the previously-announced merger transaction contemplated by that certain Agreement and Plan of Merger, dated June 2, 2022, as amended on August 31, 2022, by and among the Partnership, Sprague Resources GP LLC, and affiliates of Hartree Partners, LP. | srlp-20221021.htm |
| 2022-09-02 | 8-K | 2022-09-02 | 1.01 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 Registrant | 1.01 Entry into a Material Definitive Agreement. 2.03 The information contained in Item 1.01 above is incorporated herein by reference. | srlp-20220902.htm |
| 2022-09-02 | 8-K | 2022-08-31 | 1.01 Entry into a Material Definitive Agreement; 7.01 Regulation FD Disclosure; 8.01 Other Events | 1.01 On August 31, 2022, Sprague Resources LP, a Delaware limited partnership (the “Partnership”), and its general partner, Sprague Resources GP LLC, a Delaware limited liability company (the “Partnership GP”), Sprague HP Holdings, LLC, a Delaware limited liability company and a wholly owned subsidiary of Hartree Partners, LP (“Parent”), and Sparrow HP Merger Sub, LLC, a Delaware limited liability company (“Merger Sub”), entered into Amendment No. 1 (the “Merger Agreement Amendment”) to the Agreement and Plan of Merger, dated June 2, 2022, among the Partnership, Partnership GP, Parent and Merger Sub (the “Merger Agreement”). 7.01 On August 31, 2022, the Partnership issued a press release announcing the entry into the Merger Agreement Amendment. 8.01 On August 4, 2022, the Partnership filed with the U.S. Securities and Exchange Commission a Definitive Information Statement relating to the transactions contemplated by the Merger Agreement (the “Information Statement”). | srlp-20220831.htm |
| 2022-08-19 | 8-K | 2022-08-19 | 8.01 Other Events | 8.01 On August 19, 2022, Sprague Resources LP (the “Partnership”) issued a press release announcing the anticipated closing date of the previously-announced merger transaction contemplated by that certain Agreement and Plan of Merger, dated June 2, 2022, by and among the Partnership, Sprague Resources GP LLC, and affiliates of Hartree Partners, LP. | srlp-20220819.htm |
| 2022-08-04 | 8-K | 2022-08-04 | 2.02 Results of Operations and Financial Condition | 2.02 On August 4, 2022, Sprague Resources LP, a Delaware limited partnership (the “Partnership”), issued a press release announcing its financial results for the second quarter ended June 30, 2022. | srlp-20220804.htm |
| 2022-06-02 | 8-K | 2022-06-02 | 1.01 Entry into a Material Definitive Agreement; 5.07 Submission of Matters to a Vote of Security Holders; 7.01 Regulation FD Disclosure | 1.01 On June 2, 2022, Sprague Resources LP, a Delaware limited partnership (the “Partnership”), and its general partner, Sprague Resources GP LLC, a Delaware limited liability company (the “Partnership GP”), entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Sprague HP Holdings, LLC, a Delaware limited liability company and a wholly owned subsidiary of Hartree Partners, LP (“Parent”), and Sparrow HP Merger Sub, LLC, a Delaware limited liability company (“Merger Sub”), pursuant to which Merger Sub will merge with and into the Partnership, with the Partnership surviving as a direct wholly owned subsidiary of the Partnership GP and Parent (the “Merger”). 5.07 On June 2, 2022, Parent delivered to the Partnership the Unit Majority Written Consent. 7.01 On June 2, 2022, the Partnership and Hartree Partners, LP issued a press release announcing the entry into the Merger Agreement. | srlp-20220602.htm |
| 2022-05-05 | 8-K | 2022-05-05 | 2.02 Results of Operations and Financial Condition | 2.02 On May 5, 2022, Sprague Resources LP, a Delaware limited partnership (the “Partnership”), issued a press release announcing its financial results for the first quarter ended March 31, 2022 and providing access information for an investor conference call and audio webcast to discuss the results contained therein. | srlp-20220505.htm |
| 2022-04-19 | 8-K | 2022-04-19 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 (b) On April 19, 2022, Thomas F. Flaherty notified Sprague Resources GP LLC, the general partner ("General Partner") of Sprague Resources LP (the "Partnership"), of his decision to retire as Vice President, Refined Products. | srlp-20220419.htm |
| 2022-04-13 | 8-K | 2022-04-13 | 1.01 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 Registrant | 1.01 Entry into a Material Definitive Agreement. 2.03 The information contained in Item 1.01 above is incorporated herein by reference. | srlp-20220413.htm |
| 2022-03-03 | 8-K | 2022-03-03 | 2.02 Results of Operations and Financial Condition | 2.02 On March 3, 2022, Sprague Resources LP, a Delaware limited partnership (the “Partnership”) issued a press release announcing its financial results for the fourth quarter and full year ended December 31, 2021 and providing access information for an investor conference call and audio webcast to discuss the results contained therein. | srlp-20220303.htm |
| 2022-01-11 | 8-K | 2022-01-11 | 7.01 Regulation FD Disclosure | 7.01 On January 11, 2022, Sprague Resources LP, a Delaware limited partnership (the “Partnership”), issued a press release announcing that the board of directors of its general partner has received an unsolicited non-binding proposal from Hartree Partners, LP (“Hartree”), the owner of the Partnership’s general partner, to acquire all of the outstanding common units of the Partnership not already owned by Hartree or its affiliates in exchange for $16.50 in cash for each such common unit. | srlp-20220111.htm |