8-K
false 0001136352 0001136352 2021-02-01 2021-02-01

 

 

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

February 1, 2021

Date of Report (Date of earlies event reported)

 

 

CRESTWOOD EQUITY PARTNERS LP

(Exact name of Registrant as specified in its charter)

 

 

 

Delaware   001-34664   43-1918951

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification Number)

 

811 Main Street
Suite 3400
Houston, Texas 77002
(Address of principal executive offices)

(832) 519-2200

(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:

 

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))

Securities registered or to be registered pursuant to Section 12(b) of the Act.

 

Title of each class

 

Trading

Symbol

 

Name of each exchange

on which registered

Common Units representing limited partner interest   CEQP   New 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  

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 5.02.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(d) On February 1, 2021, Frances M. Vallejo was appointed to the board of directors (the “Board”) of Crestwood Equity GP LLC, the general partner of Crestwood Equity Partners LP (the “Partnership”). Ms. Vallejo will serve on the Audit Committee, Finance Committee and Sustainability Committee of the Board.

Ms. Vallejo will be compensated in accordance with the Partnership’s compensation policy for non-employee directors as described in the Partnership’s Annual Report on Form 10-K for the fiscal year ended December 31, 2019. There are no arrangements or understandings between Ms. Vallejo and any other person pursuant to which Ms. Vallejo was appointed to the Board, and there are no relationships between Ms. Vallejo and the Partnership that would require disclosure under Item 404(a) of Regulation S-K of the Securities Exchange Act of 1934, as amended (the “Exchange Act”).

Pursuant to the Partnership’s Fifth Amended and Restated Agreement of Limited Partnership, as amended, Ms. Vallejo will be fully indemnified for actions associated with being a director to the extent permitted under Delaware law.

 

Item 7.01

Regulation FD Disclosure.

A copy of the press release announcing the appointment of Ms. Vallejo is furnished as Exhibit 99.1 to this Current Report and is incorporated herein by reference.

The information in this Item 7.01 (including the exhibit) shall not be deemed to be “filed” for purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that section, and is not incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act.

 

Item 9.01

Financial Statements and Exhibits

 

  (d)

Exhibits.

 

Exhibit
Number

  

Description

99.1    Press Release dated February 1, 2021
104    Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

2


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.

 

    CRESTWOOD EQUITY PARTNERS LP
    By:  

Crestwood Equity GP LLC,

its General Partner

Date: February 1, 2021     By:  

/s/ Michael K. Post

      Michael K. Post
      Vice President, Associate General Counsel and Corporate Secretary

 

3

EX-99.1

Exhibit 99.1

 

LOGO   

News Release

CRESTWOOD EQUITY PARTNERS LP

811 Main Street, Suite 3400

Houston, TX 77002

www.crestwoodlp.com

 

 

Crestwood Appoints Frances M. Vallejo to its Board of Directors

HOUSTON, TEXAS – February 1, 2021 – Crestwood Equity Partners LP (NYSE: CEQP) (“Crestwood”) announced today that Frances M. Vallejo has been appointed to serve on the Board of Directors of its general partner.

Ms. Vallejo brings more than 30 years of experience in energy and finance. From 1987 to 2016, Ms. Vallejo held numerous leadership positions at ConocoPhillips (NYSE:COP), one of the world’s largest independent exploration and production companies, including vice president of corporate planning and development, and vice president and treasurer. She also held other geophysical, commercial and finance roles during this period. She served as a member of the Board of Trustees of Colorado School of Mines from 2010 until 2016 and is currently a member of the Colorado School of Mines Foundation Board of Governors. Ms. Vallejo holds a Bachelor of Science in mineral engineering mathematics from Colorado School of Mines and a Masters of Business Administration from Rice University, where she was named a Jones Scholar. Ms. Vallejo also serves on the board of directors of Cimarex Energy Co. (NYSE:XEC) where she is a member of the Audit Committee, the Nominating and Corporate Governance Committee and provides board oversight of the company’s approach to sustainability.

“We are very pleased that Frances Vallejo has agreed to join the board of Crestwood and add her considerable industry experience to help drive Crestwood’s long-term financial and sustainability strategies,” said Robert G. Phillips, Chairman, President and Chief Executive Officer of Crestwood’s general partner. “She’s an exceptional leader whose breadth of knowledge in the finance and energy markets will be invaluable to Crestwood as we look to expand our midstream business portfolio and enhance our commitment to being a leader in ESG/Sustainability. Frances will also serve as an excellent mentor for Crestwood employees who value her business acumen, diverse outlook and leadership style.”

With the appointment of Ms. Vallejo, the Crestwood Board of Directors consists of nine members, six of whom are independent. Ms. Vallejo will serve on the Audit, Finance and Sustainability Committees.

About Crestwood Equity Partners LP

Houston, Texas, based Crestwood Equity Partners LP (NYSE: CEQP) is a master limited partnership that owns and operates midstream businesses in multiple shale resource plays across the United States. Crestwood Equity is engaged in the gathering, processing, treating, compression, storage and transportation of natural gas; storage, transportation, terminalling and marketing of NGLs; gathering, storage, terminalling and marketing of crude oil; and gathering and disposal of produced water. Visit Crestwood Equity Partners LP at www.crestwoodlp.com; and to learn more about Crestwood’s sustainability efforts, please visit https://esg.crestwoodlp.com.

 

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NEWS RELEASE

Page 2 of 2

 

 

 

Forward Looking Statements

This press release may include certain statements concerning expectations for the future that are forward-looking statements as defined by federal securities law. Such forward-looking statements are subject to a variety of known and unknown risks, uncertainties, and other factors that are difficult to predict and many of which are beyond management’s control. These risks and assumptions are described in Crestwood’s annual reports on Form 10-K and other reports that are available from the United States Securities and Exchange Commission. Readers are cautioned not to place undue reliance on forward-looking statements, which reflect management’s view only as of the date made. We undertake no obligation to update any forward-looking statement, except as otherwise required by law.

Source: Crestwood Equity Partners LP

Crestwood Equity Partners

LP Investor Contacts

Josh Wannarka, 713-380-3081

josh.wannarka@crestwoodlp.com

Senior Vice President, Investor Relations, ESG & Corporate Communications

Rhianna Disch, 713-380-3006

rhianna.disch@crestwoodlp.com

Director, Investor Relations

Sustainability and Media Contact

Joanne Howard, 832-519-2211

joanne.howard@crestwoodlp.com

Vice President, Sustainability and Corporate Communications

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