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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): August 30, 2019
NGL ENERGY PARTNERS LP
(Exact name of registrant as specified in its charter)
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Delaware
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001-35172
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27-3427920
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(State or other jurisdiction of
incorporation or organization)
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(Commission File Number)
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(I.R.S. Employer
Identification No.)
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6120 South Yale Avenue
Suite 805
Tulsa, Oklahoma 74136
(Address of principal executive offices) (Zip Code)
(918) 481-1119
(Registrant’s 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:
☐Written communications 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))
Securities registered pursuant to Section 12(b) of the Act:
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Title of Each Class
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Trading Symbols
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Name of Each Exchange on Which Registered
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Common units representing Limited Partner Interests
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NGL
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New York Stock Exchange
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Fixed-to-floating rate cumulative redeemable perpetual preferred units
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NGL-PB
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New York Stock Exchange
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Fixed-to-floating rate cumulative redeemable perpetual preferred units
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NGL-PC
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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 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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Emerging growth company
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☐
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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. o
On August 30, 2019, NGL Energy Partners LP (“NGL”) issued a press release announcing that the Board of Directors of its general partner has authorized a unit repurchase program, under which NGL may repurchase up to $150 million of its outstanding units representing limited partnership interests of NGL through September 30, 2021. NGL may repurchase units from time to time in the open market or in other privately negotiated transactions, subject to market conditions. The unit repurchase program authorization does not obligate NGL to repurchase any dollar amount or number of its units and repurchases may be commenced or suspended from time to time without prior notice. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
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Item 9.01.
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Financial Statements and Exhibits.
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(d) Exhibits.
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Exhibit No.
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Description
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99.1
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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 hereunto duly authorized.
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NGL ENERGY PARTNERS LP
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By:
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NGL Energy Holdings LLC,
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its general partner
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Date: August 30, 2019
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By:
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/s/ Robert W. Karlovich III
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Robert W. Karlovich III
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Chief Financial Officer
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EXHIBIT 99.1
NGL Energy Partners LP Announces $150 Million Unit Repurchase Program
TULSA, Okla.--(BUSINESS WIRE) - August 30, 2019 - NGL Energy Partners LP (NYSE:NGL) announced today that the Board of Directors of its general partner has authorized a unit repurchase program, under which NGL may repurchase up to $150 million of its outstanding units representing limited partnership interests of NGL through September 30, 2021. NGL may repurchase units from time to time in the open market or in other privately negotiated transactions, subject to market conditions. The unit repurchase program authorization does not obligate NGL to repurchase any dollar amount or number of its units and repurchases may be commenced or suspended from time to time without prior notice.
Forward-Looking Statements
Certain matters contained in this Press Release include "forward-looking statements." All statements, other than statements of historical fact, included in this Press Release may constitute forward-looking statements. Although we believe that the expectations reflected in these forward-looking statements are reasonable, we cannot assure you that these expectations will prove to be correct. These forward-looking statements are subject to certain known and unknown risks and uncertainties, as well as assumptions that could cause actual results to differ materially from those reflected in these forward-looking statements. Factors that might cause actual results to differ include, but are not limited to, the risk factors discussed from time to time in each of our documents and reports filed with the SEC.
Readers are cautioned not to place undue reliance on any forward-looking statements contained in this Press Release, which reflect management's opinions only as of the date hereof. Except as required by law, we undertake no obligation to revise or publicly release the results of any revision to any forward-looking statements.
About NGL Energy Partners LP
NGL Energy Partners LP is a Delaware limited partnership. NGL owns and operates a vertically integrated energy business with four primary businesses: water solutions, crude oil logistics, NGL logistics and refined products/renewables. For further information, visit the Partnership’s website at www.nglenergypartners.com.
Source: NGL Energy Partners LP
Trey Karlovich, 918-481-1119
Executive Vice President and Chief Financial Officer
Trey.Karlovich@nglep.com
or
Linda Bridges, 918-481-1119
Senior Vice President - Finance and Treasurer
Linda.Bridges@nglep.com