UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 3.02 | Unregistered Sales of Equity Securities. |
Effective as of January 1, 2020, Energy Transfer LP, a Delaware limited partnership (“ET”), caused SemGroup Corporation, a Delaware corporation and a wholly owned subsidiary of ET (“SemGroup”), to contribute to Energy Transfer Operating, L.P., a Delaware limited partnership (the “Partnership”), the following interests (collectively, the “Subject Interests”): (i) 100% of the limited liability company interests in Rose Rock Midstream Operating, LLC, a Delaware limited liability company; (ii) 100% of the limited liability company interests in SemDevelopment, L.L.C., a Delaware limited liability company; and (iii) 100% of the ownership interests of SemGas, L.P., an Oklahoma limited partnership (“SemGas”), consisting of (a) a 99.5% limited partner interest in SemGas and (b) a 0.5% general partner interest in SemGas. Together, the Subject Interests comprise a majority of SemGroup’s United States natural gas, oil and other products businesses.
In exchange for the Subject Interests, the Partnership issued to SemGroup an aggregate of 91,100,000 common units representing limited partner interests in the Partnership (“ETO Common Units”) in a private offering pursuant to exemptions from registration in Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”). The ETO Common Units are not registered under the Securities Act and may not be offered or sold in the United States absent registration with the Securities and Exchange Commission or an applicable exemption from such registration requirements.
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.
| ENERGY TRANSFER OPERATING, L.P. | ||||||
| By: |
Energy Transfer Partners GP, L.P., its general partner | |||||
| By: |
Energy Transfer Partners, L.L.C, its general partner | |||||
| Date: January 6, 2020 |
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| By: |
/s/ Thomas E. Long | |||||
| Thomas E. Long | ||||||
| Chief Financial Officer | ||||||