Markwest Hydrocarbon Inc-Filing of certain prospectuses & communications for business combination transactions (425)
December 19 2007 - 4:09PM
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)
December 18, 2007
MARKWEST
ENERGY PARTNERS, L.P.
(Exact
name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of
incorporation or organization)
|
|
001-31239
(Commission File Number)
|
|
27-0005456
(I.R.S. Employer
Identification Number)
|
1515 Arapahoe Street, Tower 2, Suite 700,
Denver, CO 80202
(Address of principal executive offices)
Registrants
telephone number, including area code:
303-925-9200
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 (see General Instruction A.2.
below):
x
Written Communications
pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o
Soliciting material
pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o
Pre-Commencement communications pursuant to Rule 14d-2(b) under
the Exchange Act (17 CFR 240.14d-2(b))
o
Pre-Commencement communications pursuant to Rule 13e-4(c) under
the Exchange Act (17 CFR 240.13e-4(c))
ITEM 1.01 Entry Into a Material
Definitive Agreement
On December 18,
2007, MarkWest Energy Partners, L.P. (MarkWest) entered into a Unit Purchase
Agreement (the Unit Purchase Agreement) relating to a private placement of
2,857,147 common units. The units were issued on December 18, 2007, at a
purchase price of $31.50 per unit, raising approximately $90 million, not
including the general partners contribution to maintain its 2% general partner
interest. The sale and issuance of the common units in this private placement
were exempt from registration under Section 4(2) of the Securities
Act of 1933, as amended (the Securities Act).
Magnetar Spectrum Fund, Kayne Anderson Capital Income Partners (QP), LP,
Kayne Anderson MLP Fund, LP, Kayne Anderson Midstream Opportunity Fund, LP,
ARBCO II, L.P., Kayne Anderson Energy Total Return Fund, Inc., Tortoise
Energy Capital Corporation and Hartz Capital Investments, LLC each purchased
units in the private placement. The
proceeds of this private placement will be used primarily to fund capital
expenditure requirements.
MarkWest also entered
into a registration rights agreement (the Registration Rights Agreement)
granting the purchasers certain piggyback and demand registration rights.
The description of the
Unit Purchase Agreement and Registration Rights Agreement do not purport to be
complete and are qualified in their entirety by reference to the complete text
of such agreements, copies of which are filed as Exhibit 10.1 and Exhibit 10.2,
respectively, to this current report on Form 8-K and are incorporated
herein by reference.
ITEM 3.02 Unregistered Sales of
Equity Securities
On December 18,
2007, MarkWest completed a private placement of 2,857,147 common units. For
additional information regarding the private placement, see Item 1.01 of this
current report.
The securities offered in
the private placement have not been registered under the Securities Act or any
state securities laws, and 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. This announcement shall
not constitute an offer to sell or a solicitation of an offer to buy any of
these securities.
ITEM 7.01 Regulation FD
Disclosure
On December 18,
2007, MarkWest issued a press release announcing it had completed its private
placement of common units. A copy of the
press release is furnished as Exhibit 99.1 to this current report. In accordance with General Instruction B.2 of
Form 8-K, the information set forth in this Item 7.01 is deemed furnished
and shall not be deemed filed for the purposes of the Securities Act of 1934,
as amended.
ITEM 9.01 Financial Statements
and Exhibits
(d) Exhibits.
10.1
|
|
Unit Purchase
Agreement, dated as of December 18, 2007
|
|
|
|
10.2
|
|
Registration Rights
Agreement, dated as of December 18, 2007
|
|
|
|
99.1
|
|
Press Release, dated
December 18, 2007, of MarkWest Energy Partners, L.P. announcing
completion of private placement
|
2
SIGNATURE
Pursuant to the requirements of the Securities and Exchange Act of
1934, the Registrant has duly caused this report to be signed on its behalf by
the undersigned, thereunto duly authorized.
|
MARKWEST
ENERGY PARTNERS, L.P.
|
|
(Registrant)
|
|
|
|
Date:
December 19, 2007
|
By:
|
/s/ NANCY K. BUESE
|
|
|
Nancy K. Buese
Senior Vice President and Chief Financial Officer
|
3
Markwest Hydrocarbon (AMEX:MWP)
Historical Stock Chart
From May 2024 to Jun 2024
Markwest Hydrocarbon (AMEX:MWP)
Historical Stock Chart
From Jun 2023 to Jun 2024