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Marlin Midstream Partners, LP – ‘8-A12B’ on 7/23/13

On:  Tuesday, 7/23/13, at 6:29am ET   ·   Accession #:  1193125-13-297946   ·   File #:  1-36018

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  As Of                Filer                Filing    For·On·As Docs:Size              Issuer               Agent

 7/23/13  Marlin Midstream Partners, LP     8-A12B                 1:21K                                    RR Donnelley/FA

Registration of a Class of Securities   —   Form 8-A
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 8-A12B      Form 8-A                                            HTML     21K 


This is an HTML Document rendered as filed.  [ Alternative Formats ]



  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

 

 

Marlin Midstream Partners, LP

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   46-2627595
(State of incorporation or organization)   (I.R.S. Employer Identification No.)

 

 

2105 CityWest Boulevard, Suite 100

Houston, Texas 77042

(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 NASDAQ Stock Market 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    ¨

Securities Act registration statement file number to which this form relates: 333-189645

Securities to be registered pursuant to Section 12(g) of the Act: None

 

 

 


Item 1. Description of Registrant’s Securities to be Registered.

A description of the common units representing limited partner interests in Marlin Midstream Partners, LP (the “Registrant”) is set forth under the captions “Summary—The Offering,” “Our Cash Distribution Policy and Restrictions on Distributions,” “Description of the Common Units,” “The Partnership Agreement,” “Units Eligible for Future Sale” and “Material Federal Income Tax Consequences” in the prospectus included in the Registrant’s Registration Statement on Form S-l (Registration No. 333-189645), initially filed with the Securities and Exchange Commission on June 27, 2013 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. 333-189645), initially filed with the Securities and Exchange Commission on June 27, 2013, as amended (incorporated herein by reference).
2.    Certificate of Limited Partnership of the Registrant (incorporated herein by reference to Exhibit 3.1 to the Registrant’s Registration Statement on Form S-l (Registration No. 333-189645), initially filed with the Securities and Exchange Commission on June 27, 2013, as amended).
3.    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-l (Registration No. 333-189645), initially filed with the Securities and Exchange Commission on June 27, 2013, as amended).
4.    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. 333-189645), initially filed with the Securities and Exchange Commission on June 27, 2013, as amended).


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.

 

    Marlin Midstream Partners, LP
  By:   Marlin Midstream GP, LLC,
    its general partner
Date: July 23, 2013   By:  

 /s/ Terry D. Jones

    Terry D. Jones
    Executive Vice President and General Counsel


EXHIBIT INDEX

 

Exhibit No.

  

Description

1.    Registrant’s Registration Statement on Form S-1 (Registration No. 333-189645), initially filed with the Securities and Exchange Commission on June 27, 2013, as amended (incorporated herein by reference).
2.    Certificate of Limited Partnership of the Registrant (incorporated herein by reference to Exhibit 3.1 to the Registrant’s Registration Statement on Form S-l (Registration No. 333-189645), initially filed with the Securities and Exchange Commission on June 27, 2013, as amended).
3.    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-l (Registration No. 333-189645), initially filed with the Securities and Exchange Commission on June 27, 2013, as amended).
4.    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. 333-189645), initially filed with the Securities and Exchange Commission on June 27, 2013, as amended).

Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘8-A12B’ Filing    Date    Other Filings
Filed on:7/23/13
6/27/13S-1
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Filing Submission 0001193125-13-297946   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

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