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
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(Date of report)
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January 19, 2017
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(Date of earliest event reported)
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January 18, 2017
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ONEOK, Inc.
(Exact name of registrant as specified in its charter)
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Oklahoma
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001-13643
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73-1520922
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(State or other jurisdiction
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(Commission
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(IRS Employer
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of incorporation)
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File Number)
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Identification No.)
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100 West Fifth Street; Tulsa, OK
(Address of principal executive offices)
74103
(Zip code)
(918) 588-7000
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
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:
[] Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Item 7.01
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Regulation FD Disclosure
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On January 18, 2017, we announced that our board of directors approved a cash dividend of 61.5 cents per share of common stock. A copy of the news release is attached as Exhibit 99.1 and is incorporated herein by reference.
On January 18, 2017, ONEOK Partners, L.P. (ONEOK Partners) announced that the board of directors of its general partner, ONEOK Partners GP, L.L.C., a wholly owned subsidiary of ONEOK, Inc., approved a cash distribution of 79 cents per unit for the fourth quarter 2016. A copy of the news release is attached as Exhibit 99.2 and is incorporated herein by reference.
The information disclosed in this Item 7.01, including Exhibits 99.1 and 99.2 hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the Exchange Act), or otherwise subject to the liabilities under that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act except as expressly set forth by specific reference in such filing.
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Item 8.01
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Other Events
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On January 18, 2017, our board of directors approved a cash dividend of 61.5 cents per share of common stock, payable February 14, 2017, to shareholders of record at the close of business January 30, 2017.
On January 18, 2017, the board of directors of ONEOK Partners’ general partner, ONEOK Partners GP, L.L.C., approved a cash distribution of 79 cents per unit for the fourth quarter 2016. The fourth-quarter distribution is payable on February 14, 2017, to unitholders of record as of January 30, 2017.
We own approximately 114.3 million common and Class B limited partner units and the entire 2 percent general partner interest, including incentive distribution rights, which together represented a 41.2 percent ownership interest in ONEOK Partners as of September 30, 2016. We receive our portion of the referenced fourth-quarter distribution in accordance with our ownership interests as provided under the terms of the ONEOK Partners partnership agreement.
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Item 9.01
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Financial Statements and Exhibits
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(d)
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Exhibits
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Exhibit
Number
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Description
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99.1
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News release issued by ONEOK, Inc. dated January 18, 2017 – Dividend.
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99.2
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News release issued by ONEOK Partners, L.P. dated January 18, 2017 – Quarterly Distribution.
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SIGNATURE
Pursuant to the requirements of the Exchange Act, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.
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ONEOK, Inc.
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Date:
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January 19, 2017
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By:
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/s/ Derek S. Reiners
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Derek S. Reiners
Senior Vice President,
Chief Financial Officer and
Treasurer
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EXHIBIT INDEX
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Exhibit
Number
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Description
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99.1
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News release issued by ONEOK, Inc. dated January 18, 2017 – Dividend.
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99.2
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News release issued by ONEOK Partners, L.P. dated January 18, 2017 – Quarterly Distribution.
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January 18, 2017
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Analyst Contact:
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Megan Patterson
918-561-5325
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Media Contact:
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Stephanie Higgins
918-591-5026
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ONEOK Declares Quarterly Dividend
TULSA, Okla. – Jan. 18, 2017 – The board of directors of ONEOK, Inc. (NYSE: OKE) today declared a quarterly dividend of 61.5 cents per share, effective for the fourth quarter 2016, resulting in an annualized dividend of $2.46 per share. The dividend is payable Feb. 14, 2017, to shareholders of record at the close of business Jan. 30, 2017.
ONEOK has increased its dividend by 54 percent since becoming the pure-play general partner of ONEOK Partners in February 2014.
ONEOK, Inc. (pronounced ONE-OAK) (NYSE:
OKE
) is the general partner and as of Sept. 30, 2016, owns 41.2 percent of ONEOK Partners, L.P. (NYSE: OKS), one of the largest publicly traded master limited partnerships, which owns one of the nation's premier natural gas liquids (NGL) systems, connecting NGL supply in the Mid-Continent, Permian and Rocky Mountain regions with key market centers and is a leader in the gathering, processing, storage and transportation of natural gas in the U.S. ONEOK is a FORTUNE 500 company and is included in Standard & Poor's (S&P) 500 Stock Index.
For information about ONEOK, Inc., visit the website:
www.oneok.com
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For the latest news about ONEOK, follow us on Twitter
@ONEOKNews
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Some of the statements contained and incorporated in this news release are forward-looking statements as defined under federal securities laws. The forward-looking statements relate to our anticipated financial performance (including projected levels of quarterly and annual dividends), liquidity, management's plans and objectives for our growth projects and other future operations (including plans to construct additional natural gas and natural gas liquids pipelines and processing facilities), our business prospects, the outcome of regulatory and legal proceedings, market conditions and other matters. We make these forward-looking statements in reliance on the safe harbor protections provided under federal securities laws and other applicable laws.
Forward-looking statements include the items identified in the preceding paragraph, the information concerning possible or assumed future results of our operations and other statements contained or incorporated in this news release identified by words such as “anticipate,” “estimate,” “expect,” “project,” “intend,” “plan,” “believe,” “should,” “goal,” “forecast,” “guidance,” “could,” “may,” “potential,” “scheduled,” and other words and terms of similar meaning.
One should not place undue reliance on forward-looking statements. Known and unknown risks, uncertainties and other factors may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by forward-looking statements. Those factors may affect our operations, markets, products, services and prices. These and other risks are described in greater detail in Item 1A, Risk Factors, in our most recent Annual Report on Form 10-K and in the other filings that we make with the Securities and Exchange Commission (SEC), which are available on the SEC’s website at www.sec.gov. All forward-looking statements attributable to us or persons acting on our behalf are expressly qualified in their entirety by these factors. Any such forward-looking statement speaks only as of the date on which such statement is made, and, other
ONEOK Declares Quarterly Dividend
Jan. 18, 2017
Page 2
than as required under securities laws, we undertake no obligation to update publicly any forward-looking statement whether as a result of new information, subsequent events or change in circumstances, expectations or otherwise.
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January 18, 2017
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Analyst Contact:
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Megan Patterson
918-561-5325
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Media Contact:
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Stephanie Higgins
918-591-5026
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ONEOK Partners Declares Quarterly Distribution
TULSA, Okla. – Jan. 18, 2017 – The board of directors of the general partner of ONEOK Partners, L.P. (NYSE: OKS) today declared a quarterly cash distribution of 79 cents per unit, effective for the fourth quarter 2016, payable Feb. 14, 2017, to unitholders of record as of Jan. 30, 2017.
ONEOK Partners has increased its distribution by 98 percent since April 2006, when a wholly owned subsidiary of ONEOK, Inc. (NYSE: OKE) became the sole general partner.
ONEOK Partners, L.P. (pronounced ONE-OAK) (NYSE:
OKS
) is one of the largest publicly traded master limited partnerships in the United States and owns one of the nation’s premier natural gas liquids (NGL) systems, connecting NGL supply in the Mid-Continent, Permian and Rocky Mountain regions with key market centers and is a leader in the gathering, processing, storage and transportation of natural gas in the U.S. Its general partner is a wholly owned subsidiary of ONEOK, Inc. (NYSE: OKE), a pure-play publicly traded general partner, which owns 41.2 percent of the overall partnership interest, as of Sept. 30, 2016.
For more information, visit the website at
www.oneokpartners.com
.
For the latest news about ONEOK Partners, follow us on Twitter
@ONEOKPartners
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Some of the statements contained and incorporated in this news release are forward-looking statements as defined under federal securities laws. The forward-looking statements relate to our anticipated financial performance (including projected levels of quarterly and annual distributions), liquidity, management's plans and objectives for our growth projects and other future operations (including plans to construct additional natural gas and natural gas liquids pipelines and processing facilities), our business prospects, the outcome of regulatory and legal proceedings, market conditions and other matters. We make these forward-looking statements in reliance on the safe harbor protections provided under federal securities laws and other applicable laws.
Forward-looking statements include the items identified in the preceding paragraph, the information concerning possible or assumed future results of our operations and other statements contained or incorporated in this news release identified by words such as “anticipate,” “estimate,” “expect,” “project,” “intend,” “plan,” “believe,” “should,” “goal,” “forecast,” “guidance,” “could,” “may,” “continue,” “might,” “potential,” “scheduled” and other words and terms of similar meaning.
One should not place undue reliance on forward-looking statements. Known and unknown risks, uncertainties and other factors may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by forward-looking statements. Those factors may affect our operations, markets, products, services and prices. These and other risks are described in greater detail in Item 1A, Risk Factors, in our most recent Annual Report on Form 10-K and in the other filings that we make with the Securities and Exchange Commission (SEC), which are available on the SEC’s website at www.sec.gov. All
ONEOK Partners Declares Quarterly Distribution
Jan. 18, 2017
Page 2
forward-looking statements attributable to us or persons acting on our behalf are expressly qualified in their entirety by these factors. Any such forward-looking statement speaks only as of the date on which such statement is made, and, other than as required under securities laws, we undertake no obligation to update publicly any forward-looking statement whether as a result of new information, subsequent events or change in circumstances, expectations or otherwise.
This news release serves as qualified notice to nominees as provided for under Treasury Regulation Sections 1.1446-4(b)(4) and (d). Please note that ONEOK Partners, L.P.'s quarterly cash distributions are treated as partnership distributions for federal income tax purposes and that 100 percent of these distributions to foreign investors are attributable to income that is effectively connected with a United States trade or business. Accordingly, all of ONEOK Partners, L.P.'s distributions to foreign investors are subject to federal income tax withholding at the highest effective tax rate for individuals or corporations, as applicable. Nominees, and not ONEOK Partners, L.P., are treated as withholding agents responsible for withholding on the distributions received by them on behalf of foreign investors.
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