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): September 24, 2018
Tallgrass Energy, LP
(Exact name of registrant as specified in its charter)
| Delaware | 001-37365 | 47-3159268 | ||
| (State or Other Jurisdiction of Incorporation or Organization) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
| 4200 W. 115th Street, Suite 350 Leawood, Kansas |
66211 | |||
| (Address of Principal Executive Offices) | (Zip Code) | |||
Registrant’s telephone number, including area code: (913) 928-6060
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)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).
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 7.01. | Regulation FD Disclosure. |
On September 24, 2018, Tallgrass Energy, LP (“TGE”) issued a press release announcing the launch of a notes offering (the “Notes Offering”) by Tallgrass Energy Partners, LP (“TEP”) and Tallgrass Energy Finance Corp., a wholly-owned subsidiary of TEP. A copy of the press release is furnished with this Form 8-K as Exhibit 99.1 and incorporated into this Item 7.01 by reference.
TGE is the managing member of Tallgrass Equity, LLC (“Tallgrass Equity”) and owns approximately 55.46% of the outstanding membership interests of Tallgrass Equity. TEP is a wholly-owned subsidiary of Tallgrass Equity and its subsidiaries.
| Item 8.01. | Other Events. |
The information relating to the Notes Offering contained in Item 7.01 of this Current Report on Form 8-K is incorporated herein by reference.
| Item 9.01. | Financial Statements and Exhibits. |
| (d) | Exhibits. |
| EXHIBIT NUMBER |
DESCRIPTION | |
| 99.1 | Press Release issued by Tallgrass Energy, LP, dated September 24, 2018. | |
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.
| TALLGRASS ENERGY, LP | ||||||
| By:
|
Tallgrass Energy GP, LLC, its general partner | |||||
| Date: September 24, 2018 | By: | /s/ Gary J. Brauchle | ||||
| Gary J. Brauchle | ||||||
| Executive Vice President and Chief Financial Officer | ||||||
Exhibit 99.1
Tallgrass Energy Announces Offering of $400 Million of Senior Notes
LEAWOOD, Kan.—(BUSINESS WIRE)—September 24, 2018—Tallgrass Energy, LP (NYSE: TGE) announced today that, subject to market conditions, its subsidiaries Tallgrass Energy Partners, LP (“TEP”) and Tallgrass Energy Finance Corp. intend to offer $400 million aggregate principal amount of senior unsecured notes due 2023 in a private placement to eligible purchasers (“the Notes Offering”).
TEP intends to use the net proceeds of the Notes Offering to repay outstanding borrowings under its existing senior secured revolving credit facility.
The securities to be offered have not been registered under the Securities Act of 1933, as amended (the “Securities Act”), or any state securities laws. 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. TEP plans to offer and sell the securities only to qualified institutional buyers pursuant to Rule 144A under the Securities Act and to non-U.S. persons in transactions outside the United States pursuant to Regulation S under the Securities Act.
This press release is being issued pursuant to Rule 135c under the Securities Act, and is neither an offer to sell nor a solicitation of an offer to buy the notes or any other securities and shall not constitute an offer to sell or a solicitation of an offer to buy, or a sale of, the notes or any other securities in any jurisdiction in which such offer, solicitation or sale is unlawful.
About Tallgrass Energy
Tallgrass Energy, LP (NYSE: TGE) is a growth-oriented midstream energy infrastructure company operating across 11 states with transportation, storage, terminal, water, gathering and processing assets that serve some of the nation’s most prolific crude oil and natural gas basins.
Contacts
Tallgrass Energy
Investor and Financial Inquiries
Nate Lien, (913) 928-6012
investor.relations@tallgrassenergylp.com
Media and Trade Inquiries
Phyllis Hammond, (303) 763-3568
media.relations@tallgrassenergylp.com