Current Report Filing (8-k)
20 11월 2019 - 6:21AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT
REPORT
PURSUANT TO SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): November 13, 2019
TARGA RESOURCES PARTNERS LP
(Exact name of registrant as specified in its charter)
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Delaware
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001-33303
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65-1295427
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(State or other jurisdiction
of incorporation or organization)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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811
Louisiana St, Suite 2100
Houston, TX 77002
(Address of principal executive office and Zip Code)
(713) 584-1000
(Registrants telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of
the registrant under any of the following provisions (see General Instruction A.2. below):
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Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14a-12)
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Pre-commencement communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communication pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading symbol(s)
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Name of each exchange on which registered
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9.0% Series A
Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Units
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NGLS/PA
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New York Stock Exchange
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of
1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging growth company ☐
If an emerging growth company,
indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 1.01
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Entry into a Material Definitive Agreement.
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Purchase Agreement
On
November 13, 2019, Targa Resources Partners LP (the Partnership), a subsidiary of Targa Resources Corp., entered into a Purchase Agreement (the Purchase Agreement), among the Partnership, its wholly-owned subsidiary,
Targa Resources Partners Finance Corporation (Finance Corp and, together with the Partnership, the Issuers), certain subsidiary guarantors named therein (the Guarantors) and RBC Capital Markets, LLC, as
representative of the several initial purchasers listed in Schedule 1 thereto (the Initial Purchasers), pursuant to which the Issuers agreed to issue and sell to the Initial Purchasers (the Offering) $1,000,000,000 in
aggregate principal amount of the Issuers 5.500% senior unsecured notes due 2030 (the Notes). The Notes were priced at par, and the Offering is expected to result in net proceeds to the Issuers of $992,300,000.
The Purchase Agreement contains customary representations and warranties of the parties and indemnification and contribution provisions under
which the Issuers and the Guarantors, on the one hand, and the Initial Purchasers, on the other, have agreed to indemnify each other against certain liabilities, including liabilities under the Securities Act of 1933, as amended.
Relationships
The Initial
Purchasers or their respective affiliates have performed investment banking, financial advisory and commercial banking services for the Partnership and certain of its affiliates, for which they have received customary compensation, and they may
continue to do so in the future. The Partnership intends to use the net proceeds from the Offering to repay borrowings under its credit facilities and for general partnership purposes, which may include redemptions or repurchases of its outstanding
senior notes, repayment of other indebtedness, working capital and funding capital expenditures and acquisitions. Because certain of the Initial Purchasers or their affiliates are lenders under the Partnerships credit facilities and may be
holders of (or manage accounts that hold) the Partnerships senior notes, such Initial Purchasers and affiliates will receive a portion of the net proceeds from the Offering. The Partnership has entered into commodity swap transactions with
certain of the Initial Purchasers with terms the Partnership believes to be customary in connection with these transactions.
The
description set forth above in Item 1.01 is qualified in its entirety by reference to the full text of the Purchase Agreement, which is filed herewith as Exhibit 10.1 and is incorporated herein by reference.
On November 13, 2019, the Partnership issued two press releases announcing the launch of the Offering and the pricing of the Notes. Copies
of the Partnerships press releases are filed as Exhibits 99.1 and 99.2 hereto and are incorporated by reference into this Item 8.01.
The press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these
securities in any state in which the offer, solicitation or sale of such securities would be unlawful prior to registration or qualification under the securities laws of any such state.
Item 9.01
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Financial Statements and Exhibits.
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(d) Exhibits.
1
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned thereunto duly authorized.
Dated: November 19, 2019
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TARGA RESOURCES PARTNERS LP
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By:
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Targa Resources GP LLC,
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its general partner
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By:
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/s/ Jennifer R. Kneale
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Jennifer R. Kneale
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Chief Financial Officer
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