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As Of Filer Filing For·On·As Docs:Size Issuer Agent 12/12/11 Crestwood Midstream Partners LP 8-A12B 1:26K RR Donnelley/FA |
Document/Exhibit Description Pages Size 1: 8-A12B Form 8-A HTML 27K
| Form 8-A |
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 12(g) OF THE
SECURITIES EXCHANGE ACT OF 1934
Inergy Midstream, L.P.
(Exact name of registrant as specified in its charter)
| Delaware | 20-1647837 | |
| (State of incorporation or organization) | (IRS Employer Identification No.) |
Two Brush Creek Boulevard
Suite 200
(816) 842-8181
(Address of principal executive offices and zip code)
Securities to be registered pursuant to Section 12(b) of the Act:
| Title of each class to be so registered |
Name of each exchange on which each class is to be registered | |
|
| ||
| Common Units Representing Limited Partner Interests | The New York Stock Exchange | |
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. þ
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. ¨
Securities Act registration statement file number to which this form relates: 333-176445
Securities to be registered pursuant to Section 12(g) of the Act: None.
INFORMATION REQUIRED IN REGISTRATION STATEMENT
| Item 1. | Description of Registrant’s Securities to be Registered. |
A description of the common units representing limited partner interests in Inergy Midstream, L.P. (the “Registrant”) is set forth under the captions “Summary—The Offering,” “Cash Distribution Policy and Restrictions on Distributions,” “Provisions of Our Partnership Agreement Relating to Cash Distributions,” “Description of the Common Units,” “The Partnership Agreement,” “Units Eligible for Future Sale” and “Material U.S. Federal Income Tax Consequences” in the prospectus included in the Registrant’s Registration Statement on Form S-1 (Registration No. 333-176445), initially filed with the Securities and Exchange Commission on August 24, 2011 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. |
The following exhibits to this Registration Statement on Form 8-A are incorporated by reference from the documents specified, which have been filed with the Securities and Exchange Commission.
| Exhibit No. |
Description | |||
| 1 | — | Registrant’s Registration Statement on Form S-1 (Registration No. 333-176445), initially filed with the Securities and Exchange Commission on August 24, 2011, as amended (incorporated herein by reference). | ||
| 2 | — | Certificate of Conversion of Inergy Midstream, LLC to Inergy Midstream, L.P. (incorporated herein by reference to Exhibit 3.3 to the Registrant’s Registration Statement on Form S-1 (Registration No. 333-176445), initially filed with the Securities and Exchange Commission on August 24, 2011). | ||
| 3 | — | Certificate of Limited Partnership of the Registrant (incorporated herein by reference to Exhibit 3.4 to the Registrant’s Registration Statement on Form S-1 (Registration No. 333-176445), initially filed with the Securities and Exchange Commission on August 24, 2011). | ||
| 4 | — | Form of First Amended and Restated Agreement of Limited Partnership of the Registrant (incorporated herein by reference to Appendix A to the prospectus included in the Registrant’s Registration Statement on Form S-1 (Registration No. 333-176445), initially filed with the Securities and Exchange Commission on August 24, 2011). | ||
| 5 | — | Specimen Unit Certificate for the Common Units (included as Exhibit A to the form of First Amended and Restated Agreement of Limited Partnership of the Registrant) (incorporated herein by reference to Appendix A to the prospectus included in the Registrant’s Registration Statement on Form S-1 (Registration No. 333-176445), initially filed with the Securities and Exchange Commission on August 24, 2011). | ||
| 6 | — | Certificate of Formation of NRGM GP, LLC (incorporated herein by reference to Exhibit 3.7 to the Registrant’s Registration Statement on Form S-1 (Registration No. 333-176445), initially filed with the Securities and Exchange Commission on August 24, 2011). | ||
| 7 | — | Form of Amended and Restated Limited Liability Company Agreement of NRGM GP, LLC (incorporated herein by reference to Exhibit 3.9 to the Registrant’s Registration Statement on Form S-1 (Registration No. 333-176445), initially filed with the Securities and Exchange Commission on August 24, 2011). | ||
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.
| Inergy Midstream, L.P. | ||
| By: | NRGM GP, LLC | |
| its general partner | ||
| By: | /s/ R. Brooks Sherman, Jr. | |
| Name: | R. Brooks Sherman, Jr. | |
| Title: | Executive Vice President and Chief Financial Officer | |
Dated: December 12, 2011
| Exhibit No. |
Description | |||
| 1 | — | Registrant’s Registration Statement on Form S-1 (Registration No. 333-176445), initially filed with the Securities and Exchange Commission on August 24, 2011, as amended (incorporated herein by reference). | ||
| 2 | — | Certificate of Conversion of Inergy Midstream, LLC to Inergy Midstream, L.P. (incorporated herein by reference to Exhibit 3.3 to the Registrant’s Registration Statement on Form S-1 (Registration No. 333-176445), initially filed with the Securities and Exchange Commission on August 24, 2011). | ||
| 3 | — | Certificate of Limited Partnership of the Registrant (incorporated herein by reference to Exhibit 3.4 to the Registrant’s Registration Statement on Form S-1 (Registration No. 333-176445), initially filed with the Securities and Exchange Commission on August 24, 2011). | ||
| 4 | — | Form of First Amended and Restated Agreement of Limited Partnership of the Registrant (incorporated herein by reference to Appendix A to the prospectus included in the Registrant’s Registration Statement on Form S-1 (Registration No. 333-176445), initially filed with the Securities and Exchange Commission on August 24, 2011). | ||
| 5 | — | Specimen Unit Certificate for the Common Units (included as Exhibit A to the form of First Amended and Restated Agreement of Limited Partnership of the Registrant) (incorporated herein by reference to Appendix A to the prospectus included in the Registrant’s Registration Statement on Form S-1 (Registration No. 333-176445), initially filed with the Securities and Exchange Commission on August 24, 2011). | ||
| 6 | — | Certificate of Formation of NRGM GP, LLC (incorporated herein by reference to Exhibit 3.7 to the Registrant’s Registration Statement on Form S-1 (Registration No. 333-176445), initially filed with the Securities and Exchange Commission on August 24, 2011). | ||
| 7 | — | Form of Amended and Restated Limited Liability Company Agreement of NRGM GP, LLC (incorporated herein by reference to Exhibit 3.9 to the Registrant’s Registration Statement on Form S-1 (Registration No. 333-176445), initially filed with the Securities and Exchange Commission on August 24, 2011). |
| This ‘8-A12B’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| Filed on: | 12/12/11 | |||
| 8/24/11 | S-1 | |||
| List all Filings | ||||