UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
EQT GP Holdings, LP
(Exact name of registrant as specified in its charter)
Delaware |
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30-0855134 |
(Jurisdiction of Incorporation or Organization) |
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(I.R.S. Employer Identification No.) |
625 Liberty Avenue, Suite 1700 Pittsburgh, Pennsylvania |
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15222 |
(Address of principal executive offices) |
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(Zip Code) |
Securities to be registered pursuant to Section 12(b) of the Act:
Title of each class to be so registered |
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Name of each exchange on which |
Common Units representing limited partner interests |
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New York Stock Exchange LLC |
If this form relates to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is effective pursuant to General Instruction A.(c), check the following box. x
If this form relates to the registration of a class of securities pursuant to Section 12(g) of the Exchange Act and is effective pursuant to General Instruction A.(d), check the following box. o
Securities Act registration statement file number to which this form relates (if applicable): 333-202053
Securities to be registered pursuant to Section 12(g) of the Act: None.
Item 1. Description of Registrants Securities to be Registered.
A description of the Common Units representing limited partner interests in EQT GP Holdings, LP (the Registrant) is set forth under the captions Prospectus Summary, Our Cash Distribution Policy and Restrictions on Distributions, Description of the Common Units, The Partnership Agreement of EQT GP Holdings, LP, Units Eligible For Future Sale and Material Federal Income Tax Consequences in the prospectus included in the Registrants Registration Statement on Form S-1 (Registration No. 333-202053), initially filed with the Securities and Exchange Commission on February 12, 2015 under the Securities Act of 1933, as amended, and will be set forth in any prospectus filed in accordance with Rule 424(b) thereunder, which description is incorporated herein by reference.
Item 2. Exhibits.
Exhibit |
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Description of Exhibit |
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1 |
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Registrants Registration Statement on Form S-1 (Registration No. 333-202053), as filed with the Securities and Exchange Commission on February 12, 2015 and as subsequently amended (the Form S-1 Registration Statement) incorporated herein by reference. |
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2 |
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Certificate of Limited Partnership of the Registrantincorporated herein by reference to Exhibit 3.1 to the Form S-1 Registration Statement. |
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3 |
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Form of First Amended and Restated Agreement of Limited Partnership of the Registrantincorporated herein by reference to Appendix A to the Form S-1 Registration Statement. |
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4 |
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Specimen Unit Certificate for the Common Unitsincorporated herein by reference to Exhibit A to the First Amended and Restated Agreement of Limited Partnership of the Registrant, which is included as Appendix A to the Form S-1 Registration Statement. |
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereto duly authorized.
Date: May 6, 2015 |
EQT GP HOLDINGS, LP | |
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By: |
EQT GP Services, LLC, |
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its general partner |
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By: |
/s/ Philip P. Conti |
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Philip P. Conti |
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Senior Vice President and Chief Financial Officer |
Exhibit Index
Exhibit |
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Description of Exhibit |
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1 |
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Registrants Registration Statement on Form S-1 (Registration No. 333- 202053), as filed with the Securities and Exchange Commission on February 12, 2015 and as subsequently amended (the Form S-1 Registration Statement) incorporated herein by reference. |
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2 |
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Certificate of Limited Partnership of the Registrantincorporated herein by reference to Exhibit 3.1 to the Form S-1 Registration Statement. |
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3 |
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Form of First Amended and Restated Agreement of Limited Partnership of the Registrantincorporated herein by reference to Appendix A to the Form S-1 Registration Statement. |
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4 |
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Specimen Unit Certificate for the Common Unitsincorporated herein by reference to Exhibit A to the First Amended and Restated Agreement of Limited Partnership of the Registrant, which is included as Appendix A to the Form S-1 Registration Statement. |