-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, IQl7JmEEnsJxTMre1sXyLZ1G3BloozwuZCvvPRN+r1XdpPK1UAt5sayrlKIv3md/ NqJoxHNhP5rC/V3wpHp5pQ== 0001193125-06-257423.txt : 20061221 0001193125-06-257423.hdr.sgml : 20061221 20061220192753 ACCESSION NUMBER: 0001193125-06-257423 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20061218 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20061221 DATE AS OF CHANGE: 20061220 FILER: COMPANY DATA: COMPANY CONFORMED NAME: INERGY L P CENTRAL INDEX KEY: 0001136352 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-NONSTORE RETAILERS [5960] IRS NUMBER: 431918951 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-32453 FILM NUMBER: 061291162 BUSINESS ADDRESS: STREET 1: TWO BRUSH CREEK STREET 2: SUITE 200 CITY: KANSAS CITY STATE: MO ZIP: 64112 BUSINESS PHONE: 8168428181 8-K 1 d8k.htm FORM 8-K Form 8-K

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

December 18, 2006

Date of Report (Date of earliest event reported)

 


INERGY, L.P.

(Exact name of Registrant as specified in its charter)

 


 

Delaware   0-32453   43-1918951

(State or other jurisdiction

of incorporation)

  (Commission File Number)  

(IRS Employer

Identification Number)

Two Brush Creek Boulevard, Suite 200

Kansas City, MO 64112

(Address of principal executive offices)

(816) 842-8181

(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))

 



Item 8.01 Other Events

The audited balance sheet of Inergy GP, LLC, the managing general partner of the Registrant, and the related note thereto, is filed as an exhibit to this Current Report on Form 8-K.

Item 9.01 Financial Statements and Exhibits

(c) Exhibits.

 

Exhibit
Number
 

Description

23.1   Consent of Ernst & Young LLP
99.1   Audited Balance Sheet of Inergy GP, LLC


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.

 

  INERGY, L.P.
 

By: INERGY GP, LLC,

Its Managing General Partner

Date: December 20, 2006   By:  

/s/ Laura L. Ozenberger

   

Laura L. Ozenberger

Vice President – General Counsel and Secretary

EX-23.1 2 dex231.htm CONSENT OF ERNST & YOUNG LLP Consent of Ernst & Young LLP

Exhibit 23.1

Consent of Independent Registered Public Accounting Firm

We consent to the incorporation by reference in the following Registration Statements:

 

    Registration Statement (Form S-3 No. 333-131742) of Inergy, L.P.,

 

    Registration Statement (Form S-3 No. 333-132287) of Inergy, L.P.,

 

    Registration Statement (Form S-3 No. 333-124098) of Inergy, L.P.,

 

    Registration Statement (Form S-3 No. 333-118941) of Inergy, L.P.,

 

    Registration Statement (Form S-3 No. 333-108359) of Inergy, L.P.,

 

    Registration Statement (Form S-3 No. 333-101165) of Inergy, L.P.,

 

    Registration Statement (Form S-3 No. 333-100023) of Inergy, L.P.,

 

    Registration Statement (Form S-8 No. 131767) of Inergy, L.P.,

 

    Registration Statement (Form S-8 No. 333-83872) of Inergy, L.P.,

 

    Registration Statement (Form S-3 No. 333-132287-11) of Inergy Finance Corp., and

 

    Registration Statement (Form S-3 No. 333-118941-02) of Inergy Finance Corp.

of our report dated November 30, 2006, with respect to the balance sheet of Inergy GP, LLC included in this Current Report on Form 8-K.

/s/ Ernst & Young LLP

Kansas City, Missouri

December 18, 2006

EX-99.1 3 dex991.htm AUDITED BALANCE SHEET OF INERGY GP, LLC Audited Balance Sheet of Inergy GP, LLC

Exhibit 99.1

Report of Independent Registered Public Accounting Firm

The Board of Directors and Shareholders of Inergy GP, LLC

We have audited the accompanying balance sheet of Inergy GP, LLC (the Company) as of September 30, 2006. This balance sheet is the responsibility of the Company’s management. Our responsibility is to express an opinion on this balance sheet based on our audit.

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. We were not engaged to perform an audit of the Company’s internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

In our opinion, the balance sheet referred to above presents fairly, in all material respects, the financial position of Inergy GP, LLC at September 30, 2006 in conformity with U.S. generally accepted accounting principles.

/s/ Ernst & Young LLP

Kansas City, Missouri

November 30, 2006


INERGY GP, LLC

BALANCE SHEET

 

    

September 30,

2006

ASSETS

  

Current assets:

  

Cash

   $ 1,000
      

Total assets

   $ 1,000
      

MEMBERS’ EQUITY

  

Members’ equity

   $ 1,000
      

Total Members’ equity

   $ 1,000
      

See accompanying note.


INERGY GP, LLC

NOTE TO BALANCE SHEET

1. Nature of Operations

Inergy GP, LLC is a Delaware limited liability company formed on March 2, 2001, to become the managing general partner of Inergy, L.P. Inergy GP, LLC is a wholly-owned subsidiary of Inergy Holdings, L.P. (“Holdings”). Holdings was converted from a Delaware limited liability company formerly known as Inergy Holdings, LLC to a Delaware limited partnership on April 28, 2005. Inergy GP, LLC owns a non-economic managing general partner interest in Inergy, L.P.

On March 2, 2001, Holdings contributed $1,000 to Inergy GP, LLC in exchange for a 100% ownership interest.

On March 7, 2001, Inergy GP, LLC received a managing general partner interest in Inergy, L.P. There have been no other transactions involving Inergy GP, LLC as of and through the year ended September 30, 2006, other than reimbursement for all direct and indirect expenses incurred or payments it makes on behalf on Inergy, L.P. in connection with operating the Inergy, L.P. business. These costs totaled $8.7 million for the year ended September 30, 2006.

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