UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (date of earliest event reported):
(Exact name of registrant as specified in its charter)
|
|
| ||
(State or Other Jurisdiction of Incorporation or Organization) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
|
| |
(Address of Principal Executive Offices) |
(Zip Code) |
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:
Title of each class |
Trading Symbol(s) |
Name of each exchange on which registered | ||
|
|
|
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).
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 7.01. | Regulation FD Disclosure. |
Notes Offering
On February 18, 2020, Tallgrass Energy, LP (“TGE”) issued a press release announcing the launch of a notes offering (the “Notes Offering”) by Tallgrass Energy Partners, LP (“TEP”) and Tallgrass Energy Finance Corp., a wholly-owned subsidiary of TEP. TGE is the managing member of Tallgrass Equity, LLC (“Tallgrass Equity”) and owns approximately 63.75% of the outstanding membership interests of Tallgrass Equity, as of February 12, 2020. TEP is a wholly-owned subsidiary of Tallgrass Equity and its subsidiaries.
A copy of the press release is furnished with this Form 8-K as Exhibit 99.1 and incorporated into this Item 7.01 by reference.
Recent Developments – Pony Express Re-Contracting Updates
We own a 100% membership interest in Tallgrass Pony Express Pipeline, LLC (“Pony Express”), which provides crude oil transportation to customers in Wyoming, Colorado, Kansas, and the surrounding regions. Pony Express owns an approximately 870-mile crude oil pipeline commencing in both Guernsey, Wyoming and Weld County, Colorado and terminating in Cushing, Oklahoma, with delivery points at the McPherson, El Dorado and Ponca City refineries and in Cushing, Oklahoma.
Pony Express recently closed its binding open season soliciting shipper commitments on January 20, 2020, and as of February 14, 2020, Pony Express has approximately 195,000 Bbls/d of committed volumes contracted beyond 2021 that have a weighted-average contract life of approximately 5 years and weighted-average rates in the mid-$2/Bbl range.
Pony Express had an average throughput of approximately 385,000 Bbls/d for the quarter ended December 31, 2019.
Pony Express recently implemented a volume incentive program that provides tiered discounts based on increasing contracted volumes. Customers that made minimum volume commitments (“MVC”) in the recent open season for volume incentive rates on Pony Express have historically shipped an aggregate of approximately 100 kbbls/d in excess of their MVCs, with the historical shipping rate based on their volumes shipped in the twelve months prior to making the recent MVC.
Item 8.01. | Other Events. |
The information relating to the Notes Offering contained in Item 7.01 of this Current Report on Form 8-K is incorporated herein by reference.
Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits.
EXHIBIT |
DESCRIPTION | |||
99.1 |
Press Release issued by Tallgrass Energy, LP, dated February 18, 2020. | |||
104 |
Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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.
TALLGRASS ENERGY, LP | ||||||
By: |
Tallgrass Energy GP, LLC, its general partner | |||||
Date: February 18, 2020 |
By: |
/s/ William R. Moler | ||||
William R. Moler | ||||||
Chief Executive Officer |
Exhibit 99.1
Tallgrass Energy Announces Offering of $500 Million of Senior Notes Due 2027
LEAWOOD, Kan. (BUSINESS WIRE) Tallgrass Energy, LP (NYSE: TGE) announced today that, subject to market conditions, its subsidiaries Tallgrass Energy Partners, LP (TEP) and Tallgrass Energy Finance Corp. intend to offer $500 million aggregate principal amount of senior unsecured notes due 2027 in a private placement to eligible purchasers (the Notes Offering).
TEP intends to use the net proceeds of the Notes Offering to repay outstanding borrowings under its existing senior secured revolving credit facility.
The securities to be offered have not been registered under the Securities Act of 1933, as amended (the Securities Act), or any state securities laws. Unless so registered, the securities may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state securities laws. TEP plans to offer and sell the securities only to qualified institutional buyers pursuant to Rule 144A under the Securities Act and to non-U.S. persons in transactions outside the United States pursuant to Regulation S under the Securities Act.
This press release is being issued pursuant to Rule 135c under the Securities Act, and is neither an offer to sell nor a solicitation of an offer to buy the notes or any other securities and shall not constitute an offer to sell or a solicitation of an offer to buy, or a sale of, the notes or any other securities in any jurisdiction in which such offer, solicitation or sale is unlawful.
About Tallgrass Energy
Tallgrass Energy, LP (NYSE: TGE) is a growth-oriented midstream energy infrastructure company operating across 11 states with transportation, storage, terminal, water, gathering and processing assets that serve some of the nations most prolific crude oil and natural gas basins.
Contact Information
Investor and Financial Inquiries
Nate Lien, (913) 928-6012
investor.relations@tallgrassenergylp.com
or
Media and Trade Inquiries
Phyllis Hammond, (303) 763-3568
media.relations@tallgrassenergylp.com
Document and Entity Information |
Feb. 18, 2020 |
---|---|
Cover [Abstract] | |
Amendment Flag | false |
Entity Central Index Key | 0001633651 |
Document Type | 8-K |
Document Period End Date | Feb. 18, 2020 |
Entity Registrant Name | Tallgrass Energy, LP |
Entity Incorporation State Country Code | DE |
Entity File Number | 001-37365 |
Entity Tax Identification Number | 47-3159268 |
Entity Address, Address Line One | 4200 W. 115th Street |
Entity Address, Address Line Two | Suite 350 |
Entity Address, City or Town | Leawood |
Entity Address, State or Province | KS |
Entity Address, Postal Zip Code | 66211 |
City Area Code | (913) |
Local Phone Number | 928-6060 |
Written Communications | false |
Soliciting Material | false |
Pre Commencement Tender Offer | false |
Pre Commencement Issuer Tender Offer | false |
Security 12b Title | Class A shares representing limited partner interests |
Trading Symbol | TGE |
Security Exchange Name | NYSE |
Entity Emerging Growth Company | false |
CF,RIJIS0<9*Y$XG9PQV#=*74'X^8H\_++ D$;!OZ.6B
M-4+[MY:CF7 ENA4@(.F%0_V$4R$/YWK#41KW5?"2L5W-%K@/6';)TQ27%&BAOOL[6GA_
M4"_7]P\.-[7PDCA3RM#O*J&*.SOJ=WF#Q]V 2_)3J=\FEF C,*BWJ[AR56])9UG#<3-%=\1QMP=,G
MUHKZB)Q4B>I1=EVI5-Q6),G#^+5*%F3U+@
MF4A!84-M+B=(J-U1OJ!2VXSW.H?GVKMWK:?YY*%)-#[T>\.[*3=#'LLV0U$?
M*STW/"LUE5;EF\J@$GI(!D_H98TJ?=;T^5_G#]5-E2+'(A@_HF:YQR90,
,D74JL