Current Report Filing (8-k)
April 14 2017 - 3:19PM
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): April 14, 2017 (April 10, 2017)
CSI Compressco LP
(Exact name of registrant as specified in its charter)
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Delaware
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1-35195
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94-3450907
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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24955 Interstate 45 North
The Woodlands, Texas 77380
(Address of Principal Executive Offices and Zip Code)
Registrants telephone number, including area code: (281)
364-2244
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 communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting material pursuant to Rule
14a-12
under the Exchange Act (17 CFR
240.14a-12)
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☐
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Pre-commencement
communications pursuant to Rule
14d-2(b)
under the Exchange Act (17 CFR
240.14d-2(b))
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☐
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Pre-commencement
communications pursuant to Rule
13e-4(c)
under the Exchange Act (17 CFR
240.13e-4(c))
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Indicate by check mark whether the registrant is an emerging growth
company as defined in 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 3.02.
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Unregistered Sales of Equity Securities
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As previously reported in Current Reports on
Form
8-K
filed on August 8, 2016 and September 21, 2016 by CSI Compressco LP, a Delaware limited partnership (the Partnership), the Partnership issued Series A Convertible Preferred
Units representing limited partner interests in the Partnership (the Preferred Units) to certain purchasers thereof (the Preferred Unitholders).
Pursuant to the terms of the Second Amended and Restated Agreement of Limited Partnership of the Partnership (the Partnership
Agreement), a ratable portion of the Preferred Units will be converted each month over a period of thirty months beginning in March 2017 (each, a Conversion Date), subject to certain provisions of the Partnership Agreement that may
delay or accelerate all or a portion of such monthly conversions. On each Conversion Date, the Preferred Units will convert into common units representing limited partner interests in the Partnership (Common Units) in an amount equal to,
with respect to each Preferred Unitholder, the number of Preferred Units held by such Preferred Unitholder divided by the number of Conversion Dates remaining, subject to adjustment as described in the Partnership Agreement, with the conversion
price determined by the trading price of the Common Units over the month prior to such Conversion Date. On March 8, 2017 and April 10, 2017, the Partnership issued 280,065 and 316,914 Common Units, respectively, to Preferred Unitholders as a
result of the monthly conversions of Preferred Units.
The issuances of Common Units described in this Current Report on Form
8-K
by the Partnership to the Preferred Unitholders were undertaken in reliance upon an exemption from the registration requirements of the Securities Act of 1933, as amended, pursuant to Section 4(a)(2)
thereof.
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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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CSI COMPRESSCO LP
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By:
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CSI Compressco GP Inc.,
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its general partner
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By:
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/s/ Timothy A. Knox
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Name:
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Timothy A. Knox
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Title:
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President
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Date: April 14, 2017
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