Current Report — Form 8-K Filing Table of Contents
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(State
or other jurisdiction of incorporation or organization)
(Commission File Number)
(I.R.S. Employer Identification No.)
i6120 South Yale Avenue
iSuite 805
iTulsa,
iOklahomai74136
(Address of principal executive offices) (Zip Code)
(i918)
i481-1119
(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:
i☐ Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
i☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240-14a-12)
i☐ Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240-14d-2(b))
i☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240-13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title
of Each Class
Trading Symbols
Name of Each Exchange on Which Registered
iCommon units representing Limited Partner Interests
iNGL
iNew
York Stock Exchange
iFixed-to-floating rate cumulative redeemable perpetual preferred units
iNGL-PB
iNew
York Stock Exchange
iFixed-to-floating rate cumulative redeemable perpetual preferred units
iNGL-PC
iNew
York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
i☐
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. o
Item 7.01.Regulation FD Disclosure.
The Board of Directors of NGL Energy Partners LP’s (“NGL”) general partner has determined to
suspend distributions on its 9.00% Class B Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Units (“Class B Preferred Units”) and 9.625% Class C Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Units (“Class C Preferred Units”) and to maintain the previously announced suspension of distributions on its Common Units in accordance with the restricted payment covenants of the indenture for NGL’s senior secured notes due in 2026.
The quarterly distributions on NGL’s Class B Preferred Units and Class C Preferred Units have been suspended beginning with the quarter ending March 31, 2021 and distributions on NGL’s Common Units have been suspended beginning with the quarter ended December
31, 2020. As required under the terms of the Class B Preferred Units and Class C Preferred Units, unpaid distributions will continue to accrue at the rates prescribed to them.
The Board of Directors will maintain the suspension on distributions to the Common Units and the Class B Preferred Units and Class C Preferred Units until the Board of Directors deems it prudent to resume distributions and such distributions are consistent with the terms of the Partnership’s various debt agreements.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No.
Description
101
Cover
Page formatted as Inline XBRL.
104
Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).
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.