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: July 14, 2008
(Date of earliest event reported)
QUEST ENERGY PARTNERS, L.P.
(Exact name of registrant as specified in its charter)
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Delaware
(State or other jurisdiction
of incorporation or organization)
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001-33787
(Commission
File Number)
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26-0518546
(I.R.S. Employer Identification
Number)
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210 Park Avenue, Suite 2750
Oklahoma City, Oklahoma 73102
(Address of principal executive offices, including zip code)
(405) 600-7704
(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 (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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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))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 7.01 Regulation FD Disclosure.
On July 14, 2008, Quest Energy Partners, L.P. (the “Partnership”) issued a press release announcing the closing of the purchase of natural gas and oil producing wells with estimated proved developed reserves of 32.9 Bcfe and all of the current net production in the Appalachian Basin from its parent, Quest Resource Corporation (“QRCP”), in exchange for cash consideration of approximately $72 million, subject to post-closing adjustments. QRCP acquired the wells as part of its purchase of privately held PetroEdge Resources (WV) LLC and simultaneously sold the wells and proved developed reserves to the Partnership.
In the press release, the Partnership also announced that, subject to final approval from the Board of Directors of its general partner, it anticipates this acquisition and organic growth from its operations in the Cherokee Basin will allow the Partnership to increase its distributions paid in August and November for the second and third quarters of 2008 by a total of between 22% and 34% to an annual rate of $2.00 to $2.20, up from $1.64 currently. A copy of the press release is furnished with this Current Report on Form 8-K as Exhibit 99.1
Item 9.01 Financial Statements and Exhibits.
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The following material is furnished pursuant to Item 9.01 as an exhibit to this Form 8-K.
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99.1
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Press release of Quest Energy Partners, L.P. dated July 14, 2008.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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QUEST ENERGY PARTNERS, L.P.
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By: Quest Energy GP, LLC, its General Partner
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/s/ David Lawler
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By:
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David Lawler
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Chief Operating Officer
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Date: July 14, 2008
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