Mga Batayang Estadistika
| CIK | 1092914 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Atlas Pipeline Partners L.P.
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
| August 7, 2024 |
Exhibit 107 Calculation of Filing Fee Tables 424B5 (Form Type) Targa Resources Corp. |
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| August 7, 2024 |
Targa Resources Corp. $1,000,000,000 5.500% Senior Notes due 2035 Filed pursuant to Rule 424(b)(5) Registration No. 333-263730 Prospectus Supplement (To prospectus dated March 21, 2022) Targa Resources Corp. $1,000,000,000 5.500% Senior Notes due 2035 We are offering $1,000,000,000 aggregate principal amount of our 5.500% Senior Notes due 2035 (the “notes”). The notes will bear interest at the rate of 5.500% per year and will mature on February 15, 2035. Interes |
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| August 6, 2024 |
Subject to completion, dated August 6, 2024 Table of Contents Filed pursuant to Rule 424(b)(5) Registration No. 333-263730 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not offers to sell these securities and they are not soliciting offers to buy these securities in any jurisdiction where the offer or sale is not permit |
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| July 26, 2024 |
Exhibit 4.11 EIGHTH SUPPLEMENTAL INDENTURE This Eighth Supplemental Indenture (this “Supplemental Indenture”), dated as of June 27, 2024 among the parties identified under the caption “Guaranteeing Subsidiaries” on the signature page hereto (each individually, a “Guaranteeing Subsidiary” and together, the “Guaranteeing Subsidiaries”), Targa Resources Corp., a Delaware corporation (the “Issuer”), t |
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| July 26, 2024 |
Exhibit 25.1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ☐ Check if an Application to Determine Eligibility of a Trustee Pursuant to Section 305(b)(2) U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION (Exact name of Trustee as specified in its charter) 91-1821036 I.R.S. E |
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| July 26, 2024 |
EX-FILING FEES Exhibit 107 Calculation of Filing Fee Tables Form S-3ASR (Form Type) Targa Resources Corp. |
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| July 26, 2024 |
As filed with the Securities and Exchange Commission on July 26, 2024 As filed with the Securities and Exchange Commission on July 26, 2024 Registration No. |
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| November 8, 2023 |
Exhibit 107 Calculation of Filing Fee Tables 424B5 (Form Type) Targa Resources Corp. |
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| November 8, 2023 |
Table of Contents Filed pursuant to Rule 424(b)(5) Registration No. 333-263730 Prospectus Supplement (To prospectus dated March 21, 2022) Targa Resources Corp. $1,000,000,000 6.150% Senior Notes due 2029 $1,000,000,000 6.500% Senior Notes due 2034 We are offering $1,000,000,000 aggregate principal amount of our 6.150% Senior Notes due 2029 (the “2029 notes”) and $1,000,000,000 aggregate principal |
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| November 6, 2023 |
As filed with the Securities and Exchange Commission on November 6, 2023 Registration No. |
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| November 6, 2023 |
Subject to completion, dated November 6, 2023 Table of Contents Filed pursuant to Rule 424(b)(5) Registration No. 333-263730 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not offers to sell these securities and they are not soliciting offers to buy these securities in any jurisdiction where the offer or sale is not permit |
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| November 6, 2023 |
Exhibit 107 Calculation of Filing Fee Tables Form S-3ASR (Form Type) Targa Resources Corp. |
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| November 6, 2023 |
Exhibit 25.1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ☐ Check if an Application to Determine Eligibility of a Trustee Pursuant to Section 305(b)(2) U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION (Exact name of Trustee as specified in its charter) 91-1821036 I.R.S. E |
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| January 5, 2023 |
Exhibit 107 Calculation of Filing Fee Tables 424B5 (Form Type) Targa Resources Corp. |
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| January 5, 2023 |
Table of Contents File pursuant to Rule 424(b)(5) Registration No. 333-263730 Prospectus Supplement (To prospectus dated March 21, 2022) Targa Resources Corp. $900,000,000 6.125% Senior Notes due 2033 $850,000,000 6.500% Senior Notes due 2053 We are offering $900,000,000 aggregate principal amount of our 6.125% Senior Notes due 2033 (the ?2033 notes?) and $850,000,000 aggregate principal amount of |
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| January 3, 2023 |
Subject to completion, dated January 3, 2023 424B5 1 d436424d424b5.htm 424B5 Table of Contents File pursuant to Rule 424(b)(5) Registration No. 333-263730 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not offers to sell these securities and they are not soliciting offers to buy these securities in any jurisdiction where |
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| June 24, 2022 |
Table of Contents File pursuant to Rule 424(b)(5) Registration No. 333-263730 Prospectus Supplement (To prospectus dated March 21, 2022) Targa Resources Corp. $750,000,000 5.200% Senior Notes due 2027 $500,000,000 6.250% Senior Notes due 2052 We are offering $750,000,000 aggregate principal amount of our 5.200% Senior Notes due 2027 (the ?2027 notes?) and $500,000,000 aggregate principal amount of |
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| June 24, 2022 |
Exhibit 107 Calculation of Filing Fee Tables 424B5 (Form Type) Targa Resources Corp. |
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| June 22, 2022 |
Exhibit 107 Calculation of Filing Fee Tables Form S-3ASR (Form Type) Targa Resources Corp. |
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| June 22, 2022 |
Subject to completion, dated June 22, 2022 Table of Contents File pursuant to Rule 424(b)(5) Registration No. 333-263730 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not offers to sell these securities and they are not soliciting offers to buy these securities in any jurisdiction where the offer or sale is not permitt |
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| June 22, 2022 |
As filed with the Securities and Exchange Commission on June 22, 2022 Registration No. |
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| June 22, 2022 |
Exhibit 25.1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ☐ Check if an Application to Determine Eligibility of a Trustee Pursuant to Section 305(b)(2) U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION (Exact name of Trustee as specified in its charter) 91-1821036 I.R.S. E |
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| June 22, 2022 |
Exhibit 4.9 SECOND SUPPLEMENTAL INDENTURE This Second Supplemental Indenture (this ?Supplemental Indenture?), dated as of June 22, 2022 among the parties identified under the caption ?Guaranteeing Subsidiaries? on the signature page hereto (each individually, a ?Guaranteeing Subsidiary? and together, the ?Guaranteeing Subsidiaries?), Targa Resources Corp., a Delaware corporation (the ?Issuer?), th |
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| March 25, 2022 |
Exhibit 107 Calculation of Filing Fee Tables 424B5 (Form Type) Targa Resources Corp. |
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| March 25, 2022 |
Table of Contents File pursuant to Rule 424(b)(5) Registration No. 333-263730 Prospectus Supplement (To prospectus dated March 21, 2022) Targa Resources Corp. $750,000,000 4.200% Senior Notes due 2033 $750,000,000 4.950% Senior Notes due 2052 We are offering $750,000,000 aggregate principal amount of our 4.200% Senior Notes due 2033 (the “2033 notes”) and $750,000,000 aggregate principal amount of |
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| March 23, 2022 |
Subject to completion, dated March 23, 2022 Table of Contents File pursuant to Rule 424(b)(5) Registration No. 333-263730 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not offers to sell these securities and they are not soliciting offers to buy these securities in any jurisdiction where the offer or sale is not permitt |
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| March 25, 2015 |
Atlas Pipeline Partners 15-12B 15-12B 1 d895428d1512b.htm 15-12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-14998 TARGA PIPELINE PARTNERS LP (Exact |
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| March 13, 2015 |
Atlas Pipeline Partners 15-12B 15-12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-14998 TARGA PIPELINE PARTNERS LP (Exact name of registrant as spec |
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| March 5, 2015 |
Atlas Pipeline Partners POS AM As filed with the Securities and Exchange Commission on March 5, 2015 Registration No. |
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| March 5, 2015 |
Atlas Pipeline Partners POS AM POS AM As filed with the Securities and Exchange Commission on March 5, 2015 Registration No. |
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| March 5, 2015 |
EX-3.2 Exhibit 3.2 THIRD AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF TARGA PIPELINE PARTNERS LP a Delaware limited partnership This THIRD AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP of TARGA PIPELINE PARTNERS LP (this ?Agreement?), dated as of February 27, 2015, is adopted, executed and agreed to, for good and valuable consideration, by and among the Targa Pipeline Partners |
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| March 5, 2015 |
AMENDED AND RESTATED CERTIFICATE OF LIMITED PARTNERSHIP ATLAS PIPELINE PARTNERS, L.P. EX-3.1 2 d884404dex31.htm EX-3.1 Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF LIMITED PARTNERSHIP OF ATLAS PIPELINE PARTNERS, L.P. This Amended and Restated Certificate of Limited Partnership (this “Certificate”) of Atlas Pipeline Partners, L.P. (the “Partnership”), dated February 27, 2015, has been duly executed and is filed pursuant to Section 17-202 of the Revised Uniform Limited Partnership |
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| March 5, 2015 |
Atlas Pipeline Partners POS AM POS AM As filed with the Securities and Exchange Commission on March 5, 2015 Registration No. |
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| March 5, 2015 |
Atlas Pipeline Partners POS AM As filed with the Securities and Exchange Commission on March 5, 2015 Registration No. |
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| March 5, 2015 |
Atlas Pipeline Partners POS AM POS AM As filed with the Securities and Exchange Commission on March 5, 2015 Registration No. |
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| March 5, 2015 |
Atlas Pipeline Partners POS AM POS AM 1 d886451dposam.htm POS AM As filed with the Securities and Exchange Commission on March 5, 2015 Registration No. 333-92208 Registration No. 333-113523 Registration No. 333-135704 Registration No. 333-146586 Registration No. 333-183198 Registration No. 333-194075 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-3 REGISTRATION S |
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| March 5, 2015 |
Atlas Pipeline Partners POS AM POS AM As filed with the Securities and Exchange Commission on March 5, 2015 Registration No. |
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| March 5, 2015 |
Atlas Pipeline Partners POS AM As filed with the Securities and Exchange Commission on March 5, 2015 Registration No. |
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| March 5, 2015 |
Atlas Pipeline Partners POS AM As filed with the Securities and Exchange Commission on March 5, 2015 Registration No. |
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| March 5, 2015 |
EX-3.4 Exhibit 3.4 THIRD AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF TARGA PIPELINE PARTNERS GP LLC A Delaware Limited Liability Company This THIRD AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT of TARGA PIPELINE PARTNERS GP LLC (this ?Agreement?), dated as of February 27, 2015, is adopted, executed and agreed to by the Targa Resources Partners LP, a Delaware limited part |
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| March 5, 2015 |
Atlas Pipeline Partners S-8 POS S-8 POS As filed with the Securities and Exchange Commission on March 5, 2015 Registration No. |
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| March 5, 2015 |
8-K 1 d884404d8k.htm 8-K 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 Date of report (Date of earliest event reported): February 27, 2015 Commission file number 001-14998 TARGA PIPELINE PARTNERS LP (Exact name of registrant as specified in its charter) Delaware 23-3011077 (Stat |
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| March 5, 2015 |
AMENDED AND RESTATED CERTIFICATE OF FORMATION ATLAS PIPELINE PARTNERS GP, LLC EX-3.3 4 d884404dex33.htm EX-3.3 Exhibit 3.3 AMENDED AND RESTATED CERTIFICATE OF FORMATION OF ATLAS PIPELINE PARTNERS GP, LLC This Amended and Restated Certificate of Formation (this “Certificate”) of Atlas Pipeline Partners GP, LLC (the “Company”), dated February 27, 2015, has been duly executed and filed in accordance with Section 18-208 of the Delaware Limited Liability Company Act (the “LLC Ac |
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| March 5, 2015 |
Atlas Pipeline Partners S-8 POS S-8 POS As filed with the Securities and Exchange Commission on March 5, 2015 Registration No. |
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| March 4, 2015 |
8-K 1 d884489d8k.htm 8-K 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 Date of report (Date of earliest event reported): February 27, 2015 Commission file number 001-14998 ATLAS PIPELINE PARTNERS, L.P. (Exact name of registrant as specified in its charter) Delaware 23-3011077 (S |
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| March 4, 2015 |
EX-10.2 Exhibit 10.2 ATLAS PIPELINE PARTNERS, L.P., ATLAS PIPELINE FINANCE CORPORATION, THE SUBSIDIARY GUARANTORS NAMED HEREIN AND U.S. BANK NATIONAL ASSOCIATION, as Trustee THIRD SUPPLEMENTAL INDENTURE dated as of January 29, 2015 to the Indenture dated as of February 11, 2013 5 7⁄8% Senior Notes due 2023 THIS THIRD SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of January 29, 2 |
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| March 4, 2015 |
EX-10.1 Exhibit 10.1 Execution Version ATLAS PIPELINE PARTNERS, L.P., ATLAS PIPELINE FINANCE CORPORATION, THE SUBSIDIARY GUARANTORS NAMED HEREIN AND U.S. BANK NATIONAL ASSOCIATION, as Trustee FIRST SUPPLEMENTAL INDENTURE dated as of January 29, 2015 to the Indenture dated as of May 10, 2013 4.75% Senior Notes due 2021 THIS FIRST SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of J |
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| March 3, 2015 |
NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on March 16, 2015, pursuant to the provisions of Rule 12d2-2 (a). |
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| March 3, 2015 |
NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on March 16, 2015, pursuant to the provisions of Rule 12d2-2 (a). |
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| February 27, 2015 |
EX-12.1 EXHIBIT 12.1 ATLAS PIPELINE PARTNERS, L.P. STATEMENT OF COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES (UNAUDITED) (amounts in thousands, except ratios) Years Ended December 31, 2014 2013 2012 2011 2010 Earnings: Income (loss) before income tax expense (1)(2)(3)(4)(5) $ 227,268 $ (93,897 ) $ 68,235 $ 295,478 $ (40,717 ) Fixed charges 110,914 100,916 52,260 38,566 90,152 Adjustment to ne |
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| February 27, 2015 |
Atlas Pipeline Partners FORM 10-K (Annual Report) Form 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| February 27, 2015 |
EX-21.1 EXHIBIT 21.1 SUBSIDIARIES OF ATLAS PIPELINE PARTNERS, L.P. Name Jurisdiction Atlas Pipeline Operating Partnership, L.P. Delaware Atlas Pipeline Escrow, LLC Delaware APL Laurel Mountain, LLC Delaware APC Acquisition, LLC Delaware Atlas Pipeline Tennessee, LLC Pennsylvania Setting Sun Pipeline Corporation Delaware Atlas Pipeline Mid-Continent LLC Delaware Velma Intrastate Gas Transmission Co |
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| February 24, 2015 |
Other Events, Submission of Matters to a Vote of Security Holders Form 8-K 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 Date of report (Date of earliest event reported): February 20, 2015 Commission file number 001-14998 ATLAS PIPELINE PARTNERS, L.P. (Exact name of registrant as specified in its charter) Delaware 23-3011077 (State of incorpor |
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| February 24, 2015 |
APL / Atlas Pipeline Partners L.P. 425 - Merger Prospectus - FORM 8-K Form 8-K 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 Date of report (Date of earliest event reported): February 20, 2015 Commission file number 001-14998 ATLAS PIPELINE PARTNERS, L.P. (Exact name of registrant as specified in its charter) Delaware 23-3011077 (State of incorpor |
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| February 17, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Atlas Pipeline Partners, L.P. (Name of Issuer) Common Units (Title of Class of Securities) 49392103 (CUSIP Number) December 31, 2014 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which |
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| February 12, 2015 |
8-K 1 d870156d8k.htm 8-K 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 Date of report (Date of earliest event reported): February 9, 2015 Commission file number 001-14998 Atlas Pipeline Partners, L.P. (Exact name of registrant as specified in its charter) Delaware 23-3011077 (St |
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| February 12, 2015 |
APL / Atlas Pipeline Partners L.P. 425 - Merger Prospectus - 8-K 8-K 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 Date of report (Date of earliest event reported): February 9, 2015 Commission file number 001-14998 Atlas Pipeline Partners, L.P. (Exact name of registrant as specified in its charter) Delaware 23-3011077 (State of incorporation |
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| February 2, 2015 |
NGLS / Targa Resources Partners LP 425 - Merger Prospectus - FORM 425 Form 425 Filed by Targa Resources Partners LP Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-6(b) of the Securities Exchange Act of 1934 Subject Company: Atlas Pipeline Partners, L. |
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| February 2, 2015 |
NGLS / Targa Resources Partners LP 425 - Merger Prospectus - FORM 425 Form 425 Filed by Targa Resources Partners LP Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-6(b) of the Securities Exchange Act of 1934 Subject Company: Atlas Pipeline Partners, L. |
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| January 23, 2015 |
APL / Atlas Pipeline Partners L.P. 425 - Merger Prospectus - 425 1 body.htm Filed by Atlas Pipeline Partners, L.P. Pursuant to Rule 425 under the Securities Act of 1933 and Deemed filed pursuant to Rule 14a-2 under the Securities Exchange Act of 1934 Subject Company: Atlas Pipeline Partners, L.P. Commission File No. 001-14998 Contacts: Brian Begley Vice President, Investor Relations – Atlas Energy (877) 280-2857 (215) 405-2718 (fax) Matthew Skelly Vice Pres |
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| January 23, 2015 |
APL.PRE / Atlas Pipeline Partners L.P. / COOPERMAN LEON G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 8)* ATLAS PIPELINE PARTNERS, L.P. (Name of Issuer) Common Units (Title of Class of Securities) 049392103 (CUSIP Number) December 31, 2014 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to whic |
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| January 22, 2015 |
NGLS / Targa Resources Partners LP 425 - Merger Prospectus - 425 425 Filed by Targa Resources Partners LP Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Atlas Pipeline Partners, L. |
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| January 22, 2015 |
APL / Atlas Pipeline Partners L.P. DEFM14A - - DEFM14A DEFM14A 1 d855192ddefm14a.htm DEFM14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant þ Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Co |
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| January 16, 2015 |
NGLS / Targa Resources Partners LP 425 - Merger Prospectus - 425 425 Filed by Targa Resources Partners LP Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Atlas Pipeline Partners, L. |
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| January 15, 2015 |
NGLS / Targa Resources Partners LP 425 - Merger Prospectus - 425 425 Filed by Targa Resources Partners LP Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Atlas Pipeline Partners, L. |
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| January 15, 2015 |
NGLS / Targa Resources Partners LP 425 - Merger Prospectus - 425 425 Filed by Targa Resources Partners LP Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Atlas Pipeline Partners, L. |
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| January 15, 2015 |
NGLS / Targa Resources Partners LP 425 - Merger Prospectus - 425 Filed by Targa Resources Partners LP Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Atlas Pipeline Partners, L. |
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| January 7, 2015 |
NGLS / Targa Resources Partners LP 425 - Merger Prospectus - 425 425 Targa Resources Goldman Sachs Global Energy Conference 2015 January 7-8, 2015 Filed by Targa Resources Partners LP Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Atlas Pipeline Partners, L. |
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| December 12, 2014 |
NGLS / Targa Resources Partners LP 425 - Merger Prospectus - 425 425 Filed by Targa Resources Partners LP Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Atlas Pipeline Partners, L. |
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| December 11, 2014 |
NGLS / Targa Resources Partners LP 425 - Merger Prospectus - 425 425 Filed by Targa Resources Partners LP Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Atlas Pipeline Partners, L. |
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| December 9, 2014 |
NGLS / Targa Resources Partners LP 425 - Merger Prospectus - 425 425 Filed by Targa Resources Partners LP Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Atlas Pipeline Partners, L. |
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| November 12, 2014 |
APL / Atlas Pipeline Partners L.P. 425 - Merger Prospectus - 425 1 body.htm Filed by Atlas Pipeline Partners, L.P. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Atlas Pipeline Partners, L.P. (Commission File No. 001-14998) Atlas Pipeline Partners, L.P. Stephens Fall Investment Conference November 11, 2014 New York City THE WORDS “BELIEVES, ANTICIPATES, E |
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| November 12, 2014 |
NGLS / Targa Resources Partners LP 425 - Merger Prospectus - 425 425 Filed by Targa Resources Partners LP Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Atlas Pipeline Partners, L. |
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| November 7, 2014 |
Atlas Pipeline Partners 10-Q (Quarterly Report) 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| November 5, 2014 |
NGLS / Targa Resources Partners LP 425 - Merger Prospectus - 425 425 Filed by Targa Resources Partners LP Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Atlas Pipeline Partners, L. |
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| November 4, 2014 |
ATLAS PIPELINE PARTNERS, L.P. REPORTS THIRD QUARTER 2014 RESULTS EX-99.1 2 d815450dex991.htm EX-99.1 Exhibit 99.1 Contact: Matthew Skelly VP – Investor Relations 1845 Walnut Street Philadelphia, PA 19103 (877) 280-2857 (215) 561-5692 (facsimile) Contact: Matthew Skelly VP – Investor Relations 1845 Walnut Street Philadelphia, PA 19103 (877) 280-2857 (215) 561-5692 (facsimile) ATLAS PIPELINE PARTNERS, L.P. REPORTS THIRD QUARTER 2014 RESULTS • Adjusted EBITDA for |
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| November 4, 2014 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 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 Date of report (Date of earliest event reported): November 3, 2014 Commission file number 1-14998 ATLAS PIPELINE PARTNERS, L.P. (Exact name of registrant as specified in its charter) Delaware 23-3011077 (State of incorporation or |
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| November 4, 2014 |
APL / Atlas Pipeline Partners L.P. 425 - Merger Prospectus - 425 425 Filed by Atlas Pipeline Partners, L.P. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Atlas Pipeline Partners, L.P. (Commission File No. 001-14998) On November 3, 2014, Atlas Pipeline Partners, L.P. issued the below earnings release announcing its financial results for the third quarter of 2 |
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| October 31, 2014 |
Form 8-K 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 Date of report (Date of earliest event reported): October 27, 2014 Commission file number 001-14998 Atlas Pipeline Partners, L.P. (Exact name of registrant as specified in its charter) Delaware 23-3011077 (State of incorpora |
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| October 23, 2014 |
NGLS / Targa Resources Partners LP 425 - Merger Prospectus - 8-K 8-K 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 Date of Report (Date of earliest event reported): October 23, 2014 TARGA RESOURCES PARTNERS LP (Exact name of registrant as specified in its charter) Delaware 001-33303 65-1295427 (State or other jurisdiction of incorporation or |
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| October 23, 2014 |
EX-99.1 Exhibit 99.1 INDEX TO FINANCIAL STATEMENTS ATLAS PIPELINE PARTNERS, L.P. AUDITED CONSOLIDATED FINANCIAL STATEMENTS Report of Independent Registered Public Accounting Firm F-2 Consolidated Balance Sheets as of December 31, 2013 and 2012 F-3 Consolidated Statements of Operations for the Years ended December 31, 2013, 2012 and 2011 F-4 Consolidated Statements of Comprehensive Income for the Y |
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| October 23, 2014 |
Targa Resources Partners LP Unaudited Pro Forma Condensed Consolidated Financial Statements EX-99.2 Exhibit 99.2 Targa Resources Partners LP Unaudited Pro Forma Condensed Consolidated Financial Statements Acquisition of Atlas Pipeline Partners, L.P. On October 13, 2014, Targa Resources Partners LP (the “Partnership”, “TRP”, “we”, “us”, or “our”) and Targa Resources Corp. (“TRC”) entered into an Agreement and Plan of Merger (the “MLP Merger Agreement”) by and among the Partnership, TRC, T |
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| October 20, 2014 |
EX-2.5 Exhibit 2.5 VOTING AND SUPPORT AGREEMENT This VOTING AND SUPPORT AGREEMENT (this “Agreement”) is made and entered into as of October 13, 2014, by and between Targa Resources Partners LP, a Delaware limited partnership (“Parent”), and the individual executing this Agreement on the signature page hereto (the “Unitholder”). WHEREAS, the Unitholder is a unitholder of Atlas Pipeline Partners, L. |
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| October 20, 2014 |
NGLS / Targa Resources Partners LP 425 - Merger Prospectus - FORM 8-K 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 Date of Report (Date of earliest event reported): October 13, 2014 TARGA RESOURCES PARTNERS LP (Exact name of registrant as specified in its charter) Delaware 001-33303 65-1295427 (State or Other Jurisdiction of Incorporation or Orga |
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| October 20, 2014 |
Exhibit 2.4 VOTING AND SUPPORT AGREEMENT This VOTING AND SUPPORT AGREEMENT (this “Agreement”) is made and entered into as of October 13, 2014, by and between Atlas Energy, L.P., a Delaware limited partnership (“ATLS”), and the individual executing this Agreement on the signature page hereto (the “Stockholder”). WHEREAS, the Stockholder is a stockholder of Targa Resources Corp., a Delaware corporat |
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| October 20, 2014 |
EX-2.3 Exhibit 2.3 VOTING AND SUPPORT AGREEMENT This VOTING AND SUPPORT AGREEMENT (this “Agreement”) is made and entered into as of October 13, 2014, by and between Targa Resources Corp., a Delaware corporation (“Parent”), and the individual executing this Agreement on the signature page hereto (the “Unitholder”). WHEREAS, the Unitholder is a unitholder of Atlas Energy, L.P., a Delaware limited pa |
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| October 20, 2014 |
EX-2.1 Exhibit 2.1 AGREEMENT AND PLAN OF MERGER BY AND AMONG TARGA RESOURCES CORP. TRIDENT GP MERGER SUB LLC, ATLAS ENERGY, L.P. AND ATLAS ENERGY GP, LLC DATED AS OF OCTOBER 13, 2014 TABLE OF CONTENTS Page ARTICLE I CERTAIN DEFINITIONS 1.1 Certain Definitions 2 1.2 Terms Defined Elsewhere 12 1.3 Interpretation 16 ARTICLE II THE MERGER; EFFECTS OF THE MERGER 2.1 The Merger 17 2.2 Closing 18 ARTICLE |
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| October 20, 2014 |
EX-2.2 Exhibit 2.2 AGREEMENT AND PLAN OF MERGER BY AND AMONG TARGA RESOURCES CORP. TARGA RESOURCES PARTNERS LP TARGA RESOURCES GP LLC TRIDENT MLP MERGER SUB, LLC ATLAS ENERGY, L.P. ATLAS PIPELINE PARTNERS, L.P. AND ATLAS PIPELINE PARTNERS GP, LLC DATED AS OF OCTOBER 13, 2014 TABLE OF CONTENTS Page ARTICLE I CERTAIN DEFINITIONS 2 1.1 Certain Definitions 2 1.2 Terms Defined Elsewhere 11 1.3 Interpre |
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| October 16, 2014 |
EX-2.3 4 d805053dex23.htm EX-2.3 Exhibit 2.3 Atlas Energy, L.P. Park Place Corporate Center One 1000 Commerce Drive, Suit 400 Pittsburgh, PA 15275 Atlas Pipeline Partners, L.P. Park Place Corporate Center One 1000 Commerce Drive, 4th Floor Pittsburgh, PA 15275 Attention: Eugene Dubay October 13, 2014 Dear Mr. Dubay: Reference is made to that certain Agreement and Plan of Merger, dated as of the da |
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| October 16, 2014 |
EX-2.2 Exhibit 2.2 AGREEMENT AND PLAN OF MERGER BY AND AMONG TARGA RESOURCES CORP. TARGA RESOURCES PARTNERS LP TARGA RESOURCES GP LLC TRIDENT MLP MERGER SUB, LLC ATLAS ENERGY, L.P. ATLAS PIPELINE PARTNERS, L.P. AND ATLAS PIPELINE PARTNERS GP, LLC DATED AS OF OCTOBER 13, 2014 TABLE OF CONTENTS Page ARTICLE I CERTAIN DEFINITIONS 2 1.1 Certain Definitions 2 1.2 Terms Defined Elsewhere 11 1.3 Interpre |
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| October 16, 2014 |
CONFIDENTIALITY, NON-COMPETITION AND NON-SOLICITATION AGREEMENT EX-99.6 Exhibit 99.6 CONFIDENTIALITY, NON-COMPETITION AND NON-SOLICITATION AGREEMENT This Confidentiality, Non-Competition and Non-Solicitation Agreement (this “Agreement”) is entered into as of October 13, 2014, by and among Targa Resources Corp., a Delaware corporation (“TRC”), Targa Resources Partners LP, a Delaware limited partnership (“NGLS”), and Eugene N. Dubay (“Equityholder”). TRC, NGLS a |
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| October 16, 2014 |
EX-2.1 Exhibit 2.1 AGREEMENT AND PLAN OF MERGER BY AND AMONG TARGA RESOURCES CORP. TRIDENT GP MERGER SUB LLC, ATLAS ENERGY, L.P. AND ATLAS ENERGY GP, LLC DATED AS OF OCTOBER 13, 2014 TABLE OF CONTENTS Page ARTICLE I CERTAIN DEFINITIONS 1.1 Certain Definitions 2 1.2 Terms Defined Elsewhere 12 1.3 Interpretation 16 ARTICLE II THE MERGER; EFFECTS OF THE MERGER 2.1 The Merger 17 2.2 Closing 18 ARTICLE |
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| October 16, 2014 |
CONFIDENTIALITY, NON-COMPETITION AND NON-SOLICITATION AGREEMENT EX-99.4 Exhibit 99.4 CONFIDENTIALITY, NON-COMPETITION AND NON-SOLICITATION AGREEMENT This Confidentiality, Non-Competition and Non-Solicitation Agreement (this “Agreement”) is entered into as of October 13, 2014, by and among Targa Resources Corp., a Delaware corporation (“TRC”), Targa Resources Partners LP, a Delaware limited partnership (“NGLS”), and Edward E. Cohen (“Equityholder”). TRC, NGLS a |
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| October 16, 2014 |
EX-2.1 Exhibit 2.1 AGREEMENT AND PLAN OF MERGER BY AND AMONG TARGA RESOURCES CORP. TRIDENT GP MERGER SUB LLC, ATLAS ENERGY, L.P. AND ATLAS ENERGY GP, LLC DATED AS OF OCTOBER 13, 2014 TABLE OF CONTENTS Page ARTICLE I CERTAIN DEFINITIONS 1.1 Certain Definitions 2 1.2 Terms Defined Elsewhere 12 1.3 Interpretation 16 ARTICLE II THE MERGER; EFFECTS OF THE MERGER 2.1 The Merger 17 2.2 Closing 18 ARTICLE |
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| October 16, 2014 |
EX-99.1 Exhibit 99.1 VOTING AND SUPPORT AGREEMENT This VOTING AND SUPPORT AGREEMENT (this “Agreement”) is made and entered into as of October 13, 2014, by and between Targa Resources Corp., a Delaware corporation (“Parent”), and the individual executing this Agreement on the signature page hereto (the “Unitholder”). WHEREAS, the Unitholder is a unitholder of Atlas Energy, L.P., a Delaware limited |
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| October 16, 2014 |
EX-99.3 7 d805053dex993.htm EX-99.3 Exhibit 99.3 VOTING AND SUPPORT AGREEMENT This VOTING AND SUPPORT AGREEMENT (this “Agreement”) is made and entered into as of October 13, 2014, by and between Targa Resources Partners LP, a Delaware limited partnership (“Parent”), and the individual executing this Agreement on the signature page hereto (the “Unitholder”). WHEREAS, the Unitholder is a unitholder |
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| October 16, 2014 |
CONFIDENTIALITY, NON-COMPETITION AND NON-SOLICITATION AGREEMENT EX-99.5 Exhibit 99.5 CONFIDENTIALITY, NON-COMPETITION AND NON-SOLICITATION AGREEMENT This Confidentiality, Non-Competition and Non-Solicitation Agreement (this “Agreement”) is entered into as of October 13, 2014, by and among Targa Resources Corp., a Delaware corporation (“TRC”), Targa Resources Partners LP, a Delaware limited partnership (“NGLS”), and Jonathan Z. Cohen (“Equityholder”). TRC, NGLS |
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| October 16, 2014 |
CONFIDENTIALITY, NON-COMPETITION AND NON-SOLICITATION AGREEMENT EX-99.5 Exhibit 99.5 CONFIDENTIALITY, NON-COMPETITION AND NON-SOLICITATION AGREEMENT This Confidentiality, Non-Competition and Non-Solicitation Agreement (this “Agreement”) is entered into as of October 13, 2014, by and among Targa Resources Corp., a Delaware corporation (“TRC”), Targa Resources Partners LP, a Delaware limited partnership (“NGLS”), and Jonathan Z. Cohen (“Equityholder”). TRC, NGLS |
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| October 16, 2014 |
EX-99.2 6 d805053dex992.htm EX-99.2 Exhibit 99.2 VOTING AND SUPPORT AGREEMENT This VOTING AND SUPPORT AGREEMENT (this “Agreement”) is made and entered into as of October 13, 2014, by and between Atlas Energy, L.P., a Delaware limited partnership (“ATLS”), and the individual executing this Agreement on the signature page hereto (the “Stockholder”). WHEREAS, the Stockholder is a stockholder of Targa |
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| October 16, 2014 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events 8-K 1 d805053d8k.htm FORM 8-K 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 Date of report (Date of earliest event reported): October 13, 2014 Commission file number 001-14998 Atlas Pipeline Partners, L.P. (Exact name of registrant as specified in its charter) Delaware 23-301107 |
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| October 16, 2014 |
EX-2.3 Exhibit 2.3 Atlas Energy, L.P. Park Place Corporate Center One 1000 Commerce Drive, Suit 400 Pittsburgh, PA 15275 Atlas Pipeline Partners, L.P. Park Place Corporate Center One 1000 Commerce Drive, 4th Floor Pittsburgh, PA 15275 Attention: Eugene Dubay October 13, 2014 Dear Mr. Dubay: Reference is made to that certain Agreement and Plan of Merger, dated as of the date hereof, by and among Ta |
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| October 16, 2014 |
EX-99.2 6 d805053dex992.htm EX-99.2 Exhibit 99.2 VOTING AND SUPPORT AGREEMENT This VOTING AND SUPPORT AGREEMENT (this “Agreement”) is made and entered into as of October 13, 2014, by and between Atlas Energy, L.P., a Delaware limited partnership (“ATLS”), and the individual executing this Agreement on the signature page hereto (the “Stockholder”). WHEREAS, the Stockholder is a stockholder of Targa |
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| October 16, 2014 |
EX-2.2 3 d805053dex22.htm EX-2.2 Exhibit 2.2 AGREEMENT AND PLAN OF MERGER BY AND AMONG TARGA RESOURCES CORP. TARGA RESOURCES PARTNERS LP TARGA RESOURCES GP LLC TRIDENT MLP MERGER SUB, LLC ATLAS ENERGY, L.P. ATLAS PIPELINE PARTNERS, L.P. AND ATLAS PIPELINE PARTNERS GP, LLC DATED AS OF OCTOBER 13, 2014 TABLE OF CONTENTS Page ARTICLE I CERTAIN DEFINITIONS 2 1.1 Certain Definitions 2 1.2 Terms Defined |
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| October 16, 2014 |
EX-99.3 Exhibit 99.3 VOTING AND SUPPORT AGREEMENT This VOTING AND SUPPORT AGREEMENT (this “Agreement”) is made and entered into as of October 13, 2014, by and between Targa Resources Partners LP, a Delaware limited partnership (“Parent”), and the individual executing this Agreement on the signature page hereto (the “Unitholder”). WHEREAS, the Unitholder is a unitholder of Atlas Pipeline Partners, |
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| October 16, 2014 |
APL / Atlas Pipeline Partners L.P. 425 - Merger Prospectus - FORM 8-K Form 8-K 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 Date of report (Date of earliest event reported): October 13, 2014 Commission file number 001-14998 Atlas Pipeline Partners, L.P. (Exact name of registrant as specified in its charter) Delaware 23-3011077 (State of incorpora |
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| October 16, 2014 |
CONFIDENTIALITY, NON-COMPETITION AND NON-SOLICITATION AGREEMENT EX-99.4 Exhibit 99.4 CONFIDENTIALITY, NON-COMPETITION AND NON-SOLICITATION AGREEMENT This Confidentiality, Non-Competition and Non-Solicitation Agreement (this “Agreement”) is entered into as of October 13, 2014, by and among Targa Resources Corp., a Delaware corporation (“TRC”), Targa Resources Partners LP, a Delaware limited partnership (“NGLS”), and Edward E. Cohen (“Equityholder”). TRC, NGLS a |
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| October 16, 2014 |
CONFIDENTIALITY, NON-COMPETITION AND NON-SOLICITATION AGREEMENT EX-99.6 Exhibit 99.6 CONFIDENTIALITY, NON-COMPETITION AND NON-SOLICITATION AGREEMENT This Confidentiality, Non-Competition and Non-Solicitation Agreement (this “Agreement”) is entered into as of October 13, 2014, by and among Targa Resources Corp., a Delaware corporation (“TRC”), Targa Resources Partners LP, a Delaware limited partnership (“NGLS”), and Eugene N. Dubay (“Equityholder”). TRC, NGLS a |
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| October 16, 2014 |
EX-99.1 Exhibit 99.1 VOTING AND SUPPORT AGREEMENT This VOTING AND SUPPORT AGREEMENT (this “Agreement”) is made and entered into as of October 13, 2014, by and between Targa Resources Corp., a Delaware corporation (“Parent”), and the individual executing this Agreement on the signature page hereto (the “Unitholder”). WHEREAS, the Unitholder is a unitholder of Atlas Energy, L.P., a Delaware limited |
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| October 14, 2014 |
EX-99.3 Exhibit 99.3 1000 Louisiana, Suite 4300 Houston, TX 77002 713.584.1000 www.targaresources.com Monday, October 13, 2014 Atlas Pipeline Employees: I am very excited about this morning’s announcement and look forward to welcoming all of you to the Targa team. Together we are a premier midstream franchise with scale, geographic diversity and best in class capabilities in the key producing basi |
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| October 14, 2014 |
EX-99.1 Exhibit 99.1 1000 Louisiana, Suite 4300 Houston, TX 77002 713.584.1000 www.targaresources.com Targa Resources Partners LP and Targa Resources Corp. to Acquire Atlas Pipeline Partners, L.P. and Atlas Energy, L.P. and Host a Conference Call Atlas Pipeline Partners, L.P. to be acquired in unit exchange transaction Atlas Energy, L.P. to be acquired for stock and cash following spin-off of |
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| October 14, 2014 |
NGLS / Targa Resources Partners LP 425 - Merger Prospectus - 8-K 8-K 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 Date of Report (Date of earliest event reported): October 13, 2014 TARGA RESOURCES PARTNERS LP (Exact name of registrant as specified in its charter) Delaware 001-33303 65-1295427 (State or Other Jurisdiction of Incorporation or |
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| October 14, 2014 |
NGLS / Targa Resources Partners LP 425 - Merger Prospectus - 425 425 Filed by Targa Resources Partners LP. Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Atlas Pipeline Partners, L.P. Commission File No.: 001-14998 This filing relates to a proposed business combination involving Targa Resources Partners LP and Atlas Pipeline Partners, L.P. Targa Resources Acquis |
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| October 14, 2014 |
Regulation FD Disclosure, Financial Statements and Exhibits 8-K 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 Date of report (Date of earliest event reported): October 13, 2014 Commission file number 001-14998 Atlas Pipeline Partners, L.P. (Exact name of registrant as specified in its charter) Delaware 23-3011077 (State of incorporation |
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| October 14, 2014 |
EX-99.2 Exhibit 99.2 From: Dubay, Gene Sent: Monday, October 13, 6:35 AM To: All Employees Subject: Important Announcement, Please Read Dear Colleagues: Today will be another significant milestone in the evolution of Atlas Pipeline and the growth of our midstream business. Please be advised that in a short period of time we will be issuing a press release to the investment community advising that |
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| October 14, 2014 |
EX-99.1 Exhibit 99.1 Contact: Matthew Skelly Vice President Investor Relations 1845 Walnut Street Philadelphia, PA 19103 (877) 950-7473 (215) 561-5692 (facsimile) ATLAS PIPELINE PARTNERS, L.P. TO BE ACQUIRED BY TARGA RESOURCES PARTNERS L.P. IN A TRANSACTION VALUED AT $7.7 BILLION Philadelphia, PA, October 13, 2014 – Atlas Pipeline Partners, L.P. (NYSE: APL) (“APL”, “Atlas Pipeline”, or the “Partne |
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| October 14, 2014 |
APL / Atlas Pipeline Partners L.P. 425 - Merger Prospectus - 425 425 Filed by Atlas Pipeline Partners, L.P. Pursuant to Rule 425 under the Securities Act of 1933 and Deemed filed pursuant to Rule 14a-2 under the Securities Exchange Act of 1934 Subject Company: Atlas Pipeline Partners, L.P. Commission File No. 001-14998 On October 13, 2014, Eugene Dubay, Chief Executive Officer of Atlas Pipeline Partners, L.P. (“APL”) and Joe Bob Perkins, Chief Executive Officer |
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| October 14, 2014 |
NGLS / Targa Resources Partners LP 425 - Merger Prospectus - 425 425 1 d804470d425.htm 425 Filed by Targa Resources Partners LP. Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Atlas Pipeline Partners, L.P. Commission File No.: 001-14998 This filing relates to a proposed business combination involving Targa Resources Partners LP and Atlas Pipeline Partners, L.P. |
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| August 29, 2014 |
ATLAS PIPELINE PARTNERS, L.P. ANNOUNCES AMENDED AND UPSIZED $800 MILLION REVOLVING CREDIT FACILITY EX-99.1 Exhibit 99.1 Contact: Matthew Skelly Vice President Investor Relations 1845 Walnut Street Philadelphia, PA 19103 (877) 950-7473 (215) 561-5692 (facsimile) ATLAS PIPELINE PARTNERS, L.P. ANNOUNCES AMENDED AND UPSIZED $800 MILLION REVOLVING CREDIT FACILITY Philadelphia, PA, August 28, 2014 – Atlas Pipeline Partners, L.P. (NYSE: APL) (“APL”, “Atlas Pipeline”, or the “Partnership”) announced to |
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| August 29, 2014 |
Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported) August 28, 2014 Atlas Pipeline Partners, L. |
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| August 29, 2014 |
EX-10.1 2 d780843dex101.htm EX-10.1 EXHIBIT 10.1 Execution Version $800,000,000 SECOND AMENDED AND RESTATED CREDIT AGREEMENT Dated as of August 28, 2014 by and among ATLAS PIPELINE PARTNERS, L.P., as Borrower, the Lenders referred to herein, as Lenders, and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent, Collateral Agent, Swingline Lender and Issuing Bank BANK OF AMERICA, N.A., CI |
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| August 6, 2014 |
Atlas Pipeline Partners 10-Q (Quarterly Report) 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| August 5, 2014 |
ATLAS PIPELINE PARTNERS, L.P. REPORTS SECOND QUARTER 2014 RESULTS EX-99.1 Exhibit 99.1 Contact: Matthew Skelly VP – Investor Relations 1845 Walnut Street Philadelphia, PA 19103 (877) 280-2857 (215) 561-5692 (facsimile) Contact: Matthew Skelly VP – Investor Relations 1845 Walnut Street Philadelphia, PA 19103 (877) 280-2857 (215) 561-5692 (facsimile) ATLAS PIPELINE PARTNERS, L.P. REPORTS SECOND QUARTER 2014 RESULTS • Previously announced growth of quarterly distri |
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| August 5, 2014 |
Financial Statements and Exhibits, Results of Operations and Financial Condition Form 8-K 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 Date of report (Date of earliest event reported): August 4, 2014 Commission file number 1-14998 ATLAS PIPELINE PARTNERS, L.P. (Exact name of registrant as specified in its charter) Delaware 23-3011077 (State of incorporation |
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| May 15, 2014 |
Common Units Representing Limited Partner Interests Having an Aggregate Offering Price of Up to 424B5 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-194075 PROSPECTUS SUPPLEMENT (To Prospectus dated May 14, 2014) Common Units Representing Limited Partner Interests Having an Aggregate Offering Price of Up to $250,000,000 This prospectus supplement and the accompanying prospectus relate to the offer and sale from time to time of common units representing limited partne |
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| May 13, 2014 |
EX-1.1 Exhibit 1.1 ATLAS PIPELINE PARTNERS, L.P. Common Units Representing Limited Partner Interests Having an Aggregate Offering Price of up to $250,000,000 Equity Distribution Agreement May 12, 2014 Citigroup Global Markets Inc. 388 Greenwich Street New York, New York, 10013 Wells Fargo Securities, LLC 375 Park Avenue New York, New York 10152 MLV & Co. LLC 1251 Avenue of the Americas, 41st Floor |
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| May 13, 2014 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 8-K 1 d727940d8k.htm FORM 8-K 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 Date of report (Date of earliest event reported): May 12, 2014 Commission file number 1-14998 ATLAS PIPELINE PARTNERS, L.P. (Exact name of registrant as specified in its charter) Delaware 23-3011077 (Sta |
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| May 13, 2014 |
Correspondence Atlas Pipeline Partners, L.P. Park Place Corporate Center One 1000 Commerce Drive, Suite 400 Pittsburgh, PA 15275 May 12, 2014 Securities and Exchange Commission Division of Corporation Finance 100 F. Street, NE Washington, D.C. 20549 Re: Registration Statement on Form S-3 Registration No. 333-194075 Gentlemen/Ladies: Atlas Pipeline Partners, L.P. (the “Company”) hereby requests acc |
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| May 8, 2014 |
Atlas Pipeline Partners 10-Q (Quarterly Report) 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| May 8, 2014 |
EX-12.1 EXHIBIT 12.1 Atlas Pipeline Partners, L.P. Statement of Computation of Ratio of Earnings to Fixed Charges (UNAUDITED) (amounts in thousands, except ratios) Three Months Ended March 31, 2014 2013 Earnings: Income (loss) before income tax expense (1)(2) $ 6,651 $ (27,501 ) Fixed charges 27,568 22,054 Adjustment to net distributed income from equity investees 3,878 (240 ) Interest capitalized |
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| May 6, 2014 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 d722965d8k.htm FORM 8-K 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 Date of report (Date of earliest event reported): May 5, 2014 Commission file number 1-14998 ATLAS PIPELINE PARTNERS, L.P. (Exact name of registrant as specified in its charter) Delaware 23-3011077 (Stat |
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| May 6, 2014 |
Amendment No. 1 to Form S-3 Table of Contents As filed with the Securities and Exchange Commission on May 6, 2014 Registration No. 333-194075 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 TO FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ATLAS PIPELINE PARTNERS, L.P. (Exact name of registrant as specified in its charter) Delaware 23-30110 |
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| May 6, 2014 |
ATLAS PIPELINE PARTNERS, L.P. REPORTS FIRST QUARTER 2014 RESULTS EX-99.1 Exhibit 99.1 Contact: Matthew Skelly VP – Investor Relations 1845 Walnut Street Philadelphia, PA 19103 (877) 280-2857 (215) 561-5692 (facsimile) ATLAS PIPELINE PARTNERS, L.P. REPORTS FIRST QUARTER 2014 RESULTS • Adjusted EBITDA for first quarter 2014 was $90.8 million, a 34% increase year-over-year • Distributable Cash Flow for first quarter 2014 was $60.8 million, a 40% increase year-over |
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| April 28, 2014 |
Correspondence April 28, 2014 Mara L. Ransom Assistant Director Office of the Chief Accountant United States Securities and Exchange Commission 100 F Street, N. E. Washington, D.C. 20549 Re: Atlas Pipeline Partners, L.P. (the “Registrant”) Annual Report on Form 10-K for the Fiscal Year Ended December 31, 2013 Filed February 20, 2014 File No. 001-14998 Dear Ms. Ransom: A copy of this letter has bee |
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| March 26, 2014 |
Correspondence March 26, 2014 Mara L. Ransom Assistant Director Office of the Chief Accountant United States Securities and Exchange Commission 100 F Street, N. E. Washington, D.C. 20549 Re: Atlas Pipeline Partners, L.P. (the “Registrant”) Registration Statement on Form S-3 Filed February 21, 2014 File No. 333-194075 Annual Report on Form 10-K for the Fiscal Year Ended December 31, 2013 Filed Febr |
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| March 18, 2014 |
8-A12B 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 Atlas Pipeline Partners, L.P. (Exact name of registrant as specified in its charter) Delaware 23-3011077 (Jurisdiction of incorporation or organization) (I.R.S. employer identification no. |
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| March 17, 2014 |
Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): March 12, 2014 Atlas Pipeline Partners, L. |
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| March 17, 2014 |
AMENDMENT NO. 11 SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED ATLAS PIPELINE PARTNERS, L.P. EX-3.1 Exhibit 3.1 AMENDMENT NO. 11 TO SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF ATLAS PIPELINE PARTNERS, L.P. THIS AMENDMENT NO. 11 TO SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF ATLAS PIPELINE PARTNERS, L.P. (this “Amendment”), dated as of March 17, 2014 is entered into and effectuated by Atlas Pipeline Partners GP, LLC, a Delaware limited liability comp |
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| March 17, 2014 |
EX-1.1 2 d693297dex11.htm EX-1.1 Exhibit 1.1 Execution Version ATLAS PIPELINE PARTNERS, L.P. 8.25% Class E Cumulative Redeemable Perpetual Preferred Units UNDERWRITING AGREEMENT Dated: March 12, 2014 Atlas Pipeline Partners, L.P. 8.25% Class E Cumulative Redeemable Perpetual Preferred Units UNDERWRITING AGREEMENT New York, New York March 12, 2014 Morgan Stanley & Co. LLC UBS Securities LLC As Repr |
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| March 17, 2014 |
EX-3.2 Exhibit 3.2 AMENDMENT NO. 5 TO AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF ATLAS PIPELINE OPERATING PARTNERSHIP, L.P. THIS AMENDMENT NO. 5 TO AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF ATLAS PIPELINE OPERATING PARTNERSHIP, L.P. (this “Amendment”), dated as of March 17, 2014 is entered into and effectuated by Atlas Pipeline Partners GP, LLC, a Delaware limited liab |
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| March 17, 2014 |
EX-4.2 5 d693297dex42.htm EX-4.2 Exhibit 4.2 CERTIFICATE OF AMENDMENT TO THE CERTIFICATE OF DESIGNATION OF THE POWERS, PREFERENCES AND RELATIVE, PARTICIPATING, OPTIONAL, AND OTHER SPECIAL RIGHTS AND QUALIFICATIONS, LIMITATIONS AND RESTRICTIONS THEREOF OF CLASS D CONVERTIBLE PREFERRED UNITS March 12, 2014 ATLAS PIPELINE PARTNERS, L.P., a Delaware limited partnership (the “Partnership”), pursuant to |
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| March 14, 2014 |
424B5 Table of Contents CALCULATION OF REGISTRATION FEE Class of securities registered Amount to be registered(1) Offering price per unit Aggregate offering price Amount of registration fee(2) 8. |
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| March 13, 2014 |
FWP 1 d692335dfwp.htm FREE WRITING PROSPECTUS ISSUER FREE WRITING PROSPECTUS Filed pursuant to Rule 433 Registration Statement No. 333-192464 March 12, 2014 PRICING TERM SHEET ATLAS PIPELINE PARTNERS, L.P. 8.25% Class E Cumulative Redeemable Perpetual Preferred Units (Liquidation Preference $25.00 per Unit) Issuer: Atlas Pipeline Partners, L.P. (the “issuer”). Securities Offered: Class E Cumulativ |
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| March 12, 2014 |
424B3 1 d691686d424b3.htm 424B3 Table of Contents The information in this prospectus is not complete and may be changed. A registration statement relating to these securities has been declared effective by the Securities and Exchange Commission. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell the securities described herein and are not soliciting off |
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| March 11, 2014 |
Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): March 11, 2014 Atlas Pipeline Partners, L. |
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| March 11, 2014 |
AMENDMENT NO. 6 TO THE AMENDED AND RESTATED CREDIT AGREEMENT EX-10.1 Exhibit 10.1 AMENDMENT NO. 6 TO THE AMENDED AND RESTATED CREDIT AGREEMENT This Amendment No. 6 to the Amended and Restated Credit Agreement (this “Amendment No. 6”) dated as of March 11, 2014 (the “Amendment No. 6 Effective Date”) is entered into among Atlas Pipeline Partners, L.P., a Delaware limited partnership (the “Borrower”), the Subsidiaries of the Borrower identified as “Guarantors” |
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| February 21, 2014 |
Form S-3 Table of Contents As filed with the Securities and Exchange Commission on February 21, 2014 Registration No. |
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| February 21, 2014 |
Financial Statements and Exhibits, Other Events - FORM 8-K AMENDMENT Form 8-K Amendment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| February 21, 2014 |
UNAUDITED PRO FORMA FINANCIAL INFORMATION EX-99.1 Exhibit 99.1 UNAUDITED PRO FORMA FINANCIAL INFORMATION The unaudited pro forma consolidated combined financial statement reflects Atlas Pipeline Partners, L.P.’s (“the Partnership”) historical results as adjusted on a pro forma basis to give effect to its May 7, 2013 acquisition from Teak Midstream Holdings, LLC of 100% of the outstanding member and other ownership interests of TEAK Midstr |
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| February 18, 2014 |
ATLAS PIPELINE PARTNERS, L.P. REPORTS FOURTH QUARTER AND FULL YEAR 2013 RESULTS EX-99.1 Exhibit 99.1 Contact: Matthew Skelly VP – Investor Relations 1845 Walnut Street Philadelphia, PA 19103 (877) 280-2857 (215) 561-5692 (facsimile) ATLAS PIPELINE PARTNERS, L.P. REPORTS FOURTH QUARTER AND FULL YEAR 2013 RESULTS • Record gathered gas volumes of approximately 1.5 billion cubic feet per day (BCFD) in fourth quarter 2013 • Adjusted EBITDA for fourth quarter 2013 was $86.7 million |
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| February 18, 2014 |
Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 8-K Form 8-K 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 Date of report (Date of earliest event reported): February 17, 2014 Commission file number 1-14998 ATLAS PIPELINE PARTNERS, L.P. (Exact name of registrant as specified in its charter) Delaware 23-3011077 (State of incorporat |
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| February 3, 2014 |
APL.PRE / Atlas Pipeline Partners L.P. / COOPERMAN LEON G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 7)* ATLAS PIPELINE PARTNERS, L.P. (Name of Issuer) Common Units (Title of Class of Securities) 049392103 (CUSIP Number) December 31, 2013 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to whic |
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| December 10, 2013 |
424B3 Table of Contents Filed Pursuant to Rule 424(b)(3) File No: 333-191573 Prospectus ATLAS PIPELINE PARTNERS, L. |
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| December 10, 2013 |
424B3 Table of Contents Filed Pursuant to Rule 424(b)(3) File No: 333-191571 Prospectus ATLAS PIPELINE PARTNERS, L. |
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| December 6, 2013 |
CORRESP 1 filename1.htm Atlas Pipeline Partners, L.P. Park Place Corporate Center One 1000 Commerce Drive, Suite 400 Pittsburgh, PA 15275 December 6, 2013 Securities and Exchange Commission Division of Corporation Finance 100 F. Street, NE Washington, D.C. 20549-3010 Re: Registration Statement on Form S-4 Registration No. 333-191573 Gentlemen/Ladies: Atlas Pipeline Partners, L.P. (the “Company”) h |
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| December 6, 2013 |
Acceleration Request Atlas Pipeline Partners, L.P. Park Place Corporate Center One 1000 Commerce Drive, Suite 400 Pittsburgh, PA 15275 December 6, 2013 Securities and Exchange Commission Division of Corporation Finance 100 F. Street, NE Washington, D.C. 20549-3010 Re: Registration Statement on Form S-4 Registration No. 333-191571 Gentlemen/Ladies: Atlas Pipeline Partners, L.P. (the “Company”) here |
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| November 21, 2013 |
Amendment No. 1 to Form S-4 Table of Contents As filed with the Securities and Exchange Commission on November 20, 2013 Registration No. 333-191571 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ATLAS PIPELINE PARTNERS, L.P.* ATLAS PIPELINE FINANCE CORPORATION (Exact name of registrant as spec |
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| November 21, 2013 |
S-3ASR Table of Contents As filed with the Securities and Exchange Commission on November 20, 2013 Registration No. |
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| November 21, 2013 |
Amendment No. 1 to Form S-4 Table of Contents As filed with the Securities and Exchange Commission on November 20, 2013 Registration No. 333-191573 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ATLAS PIPELINE PARTNERS, L.P.* ATLAS PIPELINE FINANCE CORPORATION (Exact name of registrant as spec |
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| November 20, 2013 |
Atlas Pipeline Partners, L.P. Park Place Corporate Center One 1000 Commerce Drive, Suite 400 Pittsburgh, PA 15275 November 20, 2013 Mara L. Ransom Assistant Director Division of Corporation Finance United States Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Atlas Pipeline Partners, L.P. Registration Statement on Form S-4 Filed October 4, 2013 File No. 333-191573 |
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| November 20, 2013 |
SEC Correspondence Atlas Pipeline Partners, L.P. Park Place Corporate Center One 1000 Commerce Drive, Suite 400 Pittsburgh, PA 15275 November 20, 2013 Mara L. Ransom Assistant Director Division of Corporation Finance United States Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Atlas Pipeline Partners, L.P. Registration Statement on Form S-4 Filed October 4, 2013 F |
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| November 5, 2013 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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 Date of report (Date of earliest event reported): November 4, 2013 Commission file number 1-14998 ATLAS PIPELINE PARTNERS, L.P. (Exact name of registrant as specified in its charter) Delaware 23-3011077 (State of incorporation or org |
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| November 5, 2013 |
ATLAS PIPELINE PARTNERS, L.P. REPORTS THIRD QUARTER 2013 RESULTS EX-99.1 Exhibit 99.1 Contact: Matthew Skelly VP – Investor Relations 1845 Walnut Street Philadelphia, PA 19103 (877) 280-2857 (215) 561-5692 (facsimile) ATLAS PIPELINE PARTNERS, L.P. REPORTS THIRD QUARTER 2013 RESULTS • Record gathered gas volumes of approximately 1.5 billion cubic feet per day (BCFD) in third quarter 2013 • Adjusted EBITDA for third quarter 2013 was $84.2 million, a 50.5% increas |
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| October 29, 2013 |
Form 8-K 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 Date of report (Date of earliest event reported): October 23, 2013 Commission file number 1-14998 ATLAS PIPELINE PARTNERS, L.P. (Exact name of registrant as specified in its charter) Delaware 23-3011077 (State of incorporati |
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| October 29, 2013 |
SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT ATLAS PIPELINE PARTNERS GP, LLC Exhibit 10.1 SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT of ATLAS PIPELINE PARTNERS GP, LLC This LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”) executed as of October 24, 2013, by and among those persons signatory hereto, as the same may be amended from time to time (such persons being herein sometimes called collectively, the “Members,” and individually, a “Member”). W |
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| October 4, 2013 |
EX-99.1 Exhibit 99. 1 LETTER OF TRANSMITTAL to Tender Outstanding Unregistered 4.75% Senior Notes due 2021 of ATLAS PIPELINE PARTNERS, L.P. ATLAS PIPELINE FINANCE CORPORATION Pursuant to the Exchange Offer and Prospectus dated [ ], 2013 The Exchange Agent for the Exchange Offer is: U.S. Bank Corporate Trust Services Attn: William Diaz Specialized Finance Dept. 60 Livingston Avenue St. Paul, Minnes |
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| October 4, 2013 |
EX-99.3 Exhibit 99.3 ATLAS PIPELINE PARTNERS, L.P. ATLAS PIPELINE FINANCE CORPORATION OFFER TO EXCHANGE REGISTERED 4.75% SENIOR NOTES DUE 2021 FOR ALL OUTSTANDING UNREGISTERED 4.75% SENIOR NOTES DUE 2021 THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 5:00 PM, NEW YORK CITY TIME, ON [ ], 2013, UNLESS EXTENDED. To Our Clients: Enclosed for your consideration is a prospectus, dated ], 2013 (the “Pros |
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| October 4, 2013 |
S-4 Table of Contents As filed with the Securities and Exchange Commission on October 4, 2013 Registration No. |
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| October 4, 2013 |
EX-25.1 Exhibit 25.1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ¨ Check if an Application to Determine Eligibility of a Trustee Pursuant to Section 305(b)(2) U.S. BANK NATIONAL ASSOCIATION (Exact name of Trustee as specified in its charter) 31-0841368 I.R.S. Employer |
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| October 4, 2013 |
EX-99.1 Exhibit 99. 1 LETTER OF TRANSMITTAL to Tender Outstanding Unregistered 5 7/8% Senior Notes due 2023 of ATLAS PIPELINE PARTNERS, L.P. ATLAS PIPELINE FINANCE CORPORATION Pursuant to the Exchange Offer and Prospectus dated [ ], 2013 The Exchange Agent for the Exchange Offer is: U.S. Bank Corporate Trust Services Attn: William Diaz Specialized Finance Dept. 60 Livingston Avenue St. Paul, Minne |
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| October 4, 2013 |
EX-99.3 Exhibit 99.3 ATLAS PIPELINE PARTNERS, L.P. ATLAS PIPELINE FINANCE CORPORATION OFFER TO EXCHANGE REGISTERED 5 7/8% SENIOR NOTES DUE 2023 FOR ALL OUTSTANDING UNREGISTERED 5 7/8% SENIOR NOTES DUE 2023 THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 5:00 PM, NEW YORK CITY TIME, ON [ ], 2013, UNLESS EXTENDED. To Our Clients: Enclosed for your consideration is a prospectus, dated [ ], 2013 (the “ |
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| October 4, 2013 |
EX-99.2 Exhibit 99.2 ATLAS PIPELINE PARTNERS, L.P. ATLAS PIPELINE FINANCE CORPORATION OFFER TO EXCHANGE REGISTERED 5 7/8% SENIOR NOTES DUE 2023 FOR ALL OUTSTANDING UNREGISTERED 5 7/8% SENIOR NOTES DUE 2023 THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 5:00 PM, NEW YORK CITY TIME, ON [ ], 2013, UNLESS EXTENDED. To Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees: Atlas Pipeli |
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| October 4, 2013 |
S-4 Table of Contents As filed with the Securities and Exchange Commission on October 4, 2013 Registration No. |
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| October 4, 2013 |
EX-99.2 Exhibit 99.2 ATLAS PIPELINE PARTNERS, L.P. ATLAS PIPELINE FINANCE CORPORATION OFFER TO EXCHANGE REGISTERED 4.75% SENIOR NOTES DUE 2021 FOR ALL OUTSTANDING UNREGISTERED 4.75% SENIOR NOTES DUE 2021 THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 5:00 PM, NEW YORK CITY TIME, ON [ ], 2013, UNLESS EXTENDED. To Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees: Atlas Pipeline |
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| October 4, 2013 |
EX-25.1 Exhibit 25.1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ¨ Check if an Application to Determine Eligibility of a Trustee Pursuant to Section 305(b)(2) U.S. BANK NATIONAL ASSOCIATION (Exact name of Trustee as specified in its charter) 31-0841368 I.R.S. Employer |
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| September 18, 2013 |
424B3 Table of Contents Filed pursuant to Rule 424(b)(3) File Number 333-190053 Prospectus ATLAS PIPELINE PARTNERS, L. |
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| September 13, 2013 |
CORRESP 1 filename1.htm Atlas Pipeline Partners, L.P. Park Place Corporate Center One 1000 Commerce Drive, Suite 400 Pittsburgh, PA 15275 September 13, 2013 Securities and Exchange Commission Division of Corporation Finance 100 F. Street, NE Washington, D.C. 20549-3010 Re: Registration Statement on Form S-4 Registration No. 333-190053 Gentlemen/Ladies: Atlas Pipeline Partners, L.P. (the “Company”) |
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| September 3, 2013 |
FORM S-4/A Table of Contents As filed with the Securities and Exchange Commission on September 3, 2013 Registration No. |
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| September 3, 2013 |
CORRESP 1 filename1.htm Atlas Pipeline Partners, L.P. Park Place Corporate Center One 1000 Commerce Drive, Suite 400 Pittsburgh, PA 15275 September 3, 2013 Mara L. Ransom Assistant Director Division of Corporation Finance United States Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Atlas Pipeline Partners, L.P. Amendment No. 1 to Registration Statement on Form S-4 |
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| August 26, 2013 |
CORRESP 1 filename1.htm August 23, 2013 Andrew D. Mew Accounting Branch Chief Office of the Chief Accountant United States Securities and Exchange Commission 100 F Street, N. E. Washington, D.C. 20549 Re: Atlas Energy, L.P. Form 10-K for the Fiscal Year Ended December 31, 2012 Filed March 1, 2013 File No. 001-32953 Atlas Pipeline Partners, L.P. Form 10-K for the Fiscal Year Ended December 31, 2012 |
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| August 20, 2013 |
LIMITED LIABILITY COMPANY AGREEMENT ATLAS PIPELINE NGL HOLDINGS II, LLC EX-3.39 Exhibit 3.39 LIMITED LIABILITY COMPANY AGREEMENT of ATLAS PIPELINE NGL HOLDINGS II, LLC THIS LIMITED LIABILITY COMPANY AGREEMENT of Atlas Pipeline NGL Holdings II, LLC (the “Company”) dated as of April 21, 2011, is made by Atlas Pipeline Mid-Continent LLC, a Delaware limited liability company (the “Member”), to establish a limited liability company. The Member, intending to be legally boun |
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| August 20, 2013 |
BYLAWS CARDINAL ARKOMA, INC. ARTICLE I. EX-3.05 Exhibit 3.05 BYLAWS OF CARDINAL ARKOMA, INC. ARTICLE I. OFFICES Section 1. The name of the corporation shall be Cardinal Arkoma, Inc. (the “Corporation”). The registered office of the Corporation shall be in the City of Dover, Delaware. Section 2. The Corporation may also have offices at such other places, both within and outside the State of Delaware, as the Board of Directors may from ti |
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| August 20, 2013 |
EX-3.02 Exhibit 3.02 State of Delaware Secretary of State Division of Corporations Delivered 01:13 PM 12/11/2012 FILED 01:13 PM 12/11/2012 SRV 121322675 – 5257046 FILE STATE of DELAWARE LIMITED LIABILITY COMPANY CERTIFICATE of FORMATION FIRST: The name of the limited liability company is APL Arkoma Holdings, LLC SECOND: The address of its registered office in the State of Delaware is 110 S. Poplar |
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| August 20, 2013 |
LIMITED LIABILITY COMPANY AGREEMENT APL ARKOMA HOLDINGS, LLC EX-3.03 Exhibit 3.03 LIMITED LIABILITY COMPANY AGREEMENT of APL ARKOMA HOLDINGS, LLC THIS LIMITED LIABILITY COMPANY AGREEMENT of APL ARKOMA HOLDINGS, LLC (the “Company”) dated as of December 11, 2012, is made by Atlas Pipeline Mid-Continent Holdings, LLC, a Delaware limited liability company (the “Member”). The Member, intending to be legally bound, hereby sets forth the terms of its agreement as |
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| August 20, 2013 |
EX-3.08 Exhibit 3.08 State of Delaware Secretary of State Division of Corporations Delivered 11:59 AM 06/15/2011 FILED 11:34 AM 06/15/2011 SRV 110724251 – 4997037 FILE STATE of DELAWARE LIMITED LIABILITY COMPANY CERTIFICATE of FORMATION This Certificate of Formation of Codorniz Parent, LLC (the “LLC”) is being duly executed and filed by Eric L. Schondorf, as an authorized person, to form a limited |
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| August 20, 2013 |
AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT APL GAS TREATING, LLC EX-3.11 Exhibit 3.11 AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT of APL GAS TREATING, LLC THIS AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT of APL GAS TREAETING, LLC (the “Company”) dated as of December 20, 2012, is made by APL Arkoma Holdings, LLC, a Delaware limited liability company (the “Member”). The Member, intending to be legally bound, hereby sets forth the terms o |
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| August 20, 2013 |
F I L E D In the Office of the Secretary of State of Texas MAY 07 2013 Corporations Section EX-3.16 Exhibit 3.16 F I L E D In the Office of the Secretary of State of Texas MAY 07 2013 Corporations Section AMENDED AND RESTATED CERTIFICATE OF FORMATION OF TEXANA MIDSTREAM HOLDING COMPANY LP Pursuant to the provisions of Title 1, Chapter 3, Subchapter B of the Texas Business Organizations Code (the “TBOC”), Texana Midstream Holding Company LP, a Texas limited partnership (the “Partnership”) |
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| August 20, 2013 |
EX-3.54 Exhibit 3.54 State of Delaware Secretary of State Division of Corporations Delivered 01:42 PM 05/20/2008 FILED 01:32 PM 05/20/2008 SRV 080574293 – 4549917 FILE CERTIFICATE OF FORMATION OF SADDLEBACK PIPELINE, LLC This Certificate of Formation of Saddleback Pipeline, LLC (the “LLC”) is duly executed and filed by the undersigned, as an authorized person, to form a limited liability company u |
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| August 20, 2013 |
LIMITED LIABILITY COMPANY AGREEMENT VELMA GAS PROCESSING COMPANY, LLC EX-3.53 Exhibit 3.53 LIMITED LIABILITY COMPANY AGREEMENT of VELMA GAS PROCESSING COMPANY, LLC THIS LIMITED LIABILITY COMPANY AGREEMENT of Velma Gas Processing Company, LLC (the “Company”) dated as of April 5, 2011, is made by Atlas Pipeline Mid-Continent LLC, a Delaware limited liability company (the “Member”), to establish a limited liability company. The Member, intending to be legally bound, he |
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| August 20, 2013 |
EX-3.36 Exhibit 3.36 State of Delaware Secretary of State Division of Corporations Delivered 02:37 PM 04/21/2011 FILED 02:37 PM 04/21/2011 SRV 110442546 – 4972559 FILE STATE of DELAWARE LIMITED LIABILITY COMPANY CERTIFICATE of FORMATION FIRST: The name of the limited liability company is Atlas Pipeline NGL Holding, LLC SECOND: The address of its registered office in the State of Delaware is 110 S. |
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| August 20, 2013 |
In the Office of the Secretary of State of Texas MAY 07 2013 Corporations Section EX-3.20 Exhibit 3.20 F I L E D In the Office of the Secretary of State of Texas MAY 07 2013 Corporations Section AMENDED AND RESTATED CERTIFICATE OF FORMATION OF TEAK TEXANA PIPELINE COMPANY LLC Pursuant to the provisions of Title 1, Chapter 3, Subchapter B of the Texas Business Organizations Code (the “TBOC”), TEAK Texana Pipeline Company LLC, a Texas limited liability company (the “Company”), he |
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| August 20, 2013 |
FIRST AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT APL LAUREL MOUNTAIN, LLC EX-3.13 Exhibit 3.13 FIRST AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF APL LAUREL MOUNTAIN, LLC THIS AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT of APL Laurel Mountain, LLC (the “Company”) dated as of March 31, 2009 is made by Atlas Pipeline Operating Partnership, L.P., a Delaware limited partnership (the “Member”), to establish a limited liability company. The Member, |
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| August 20, 2013 |
SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT APL ARKOMA MIDSTREAM, LLC EX-3.07 Exhibit 3.07 SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT of APL ARKOMA MIDSTREAM, LLC THIS SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT of APL ARKOMA MIDSTREAM, LLC (the “Company”) dated as of December 20, 2012, is made by APL Arkoma Holdings, LLC, a Delaware limited liability company (the “Member”). The Member, intending to be legally bound, hereby s |
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| August 20, 2013 |
SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT APL BARNETT, LLC EX-3.09 Exhibit 3.09 SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT of APL BARNETT, LLC THIS SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT of APL BARNETT, LLC (f/k/a Codorniz Parent, LLC, the “Company”) dated as of June 11, 2012, is made by Atlas Pipeline Mid-Continent LLC, a Delaware limited liability company (the “Member”), to amend and restate the Amended and |
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| August 20, 2013 |
EX-21.1 EXHIBIT 21.1 SUBSIDIARIES OF ATLAS PIPELINE PARTNERS, L.P. Name Jurisdiction Atlas Pipeline Operating Partnership, L.P. Delaware APL Laurel Mountain, LLC Delaware APC Acquisition, LLC Delaware Atlas Pipeline Tennessee, LLC Pennsylvania Setting Sun Pipeline Corporation Delaware Atlas Pipeline Mid-Continent LLC Delaware Velma Intrastate Gas Transmission Company, LLC Delaware Slider WestOk Ga |
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| August 20, 2013 |
FILED JAN 13 1998 OKLAHOMA SECRETARY OF STATE EX-3.44 Exhibit 3.44 FILED JAN 13 1998 OKLAHOMA SECRETARY OF STATE ARTICLES OF ORGANIZATION OF NOARK ENERGY SERVICES, L.L.C. OKLAHOMA LIMITED LIABILITY COMPANY TO: OKLAHOMA SECRETARY OF STATE 101 State Capitol Building Oklahoma City, Oklahoma 73105 The undersigned, for the purpose of forming a limited liability company under the Oklahoma Limited Liability Company Act (the “Act”), does hereby execu |
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| August 20, 2013 |
EX-3.10 Exhibit 3.10 State of Delaware Secretary of State Division or Corporations Delivered 01:02 PM 07/16/2009 FILED 12:32 PM 07/16/2009 SRV 090703321 – 4710200 FILE CERTIFICATE OF FORMATION OF CARDINAL LA MARKETING LLC 1. The name of the limited liability company is Cardinal LA Marketing LLC (the “Company”). 2. The registered office of the Company in the State of Delaware is located at 615 Sout |
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| August 20, 2013 |
LIMITED LIABILITY COMPANY AGREEMENT SPECTRUM FIELD SERVICES LLC EX-3.27 Exhibit 3.27 EXECUTION COPY LIMITED LIABILITY COMPANY AGREEMENT OF SPECTRUM FIELD SERVICES LLC This Limited Liability Company Agreement is entered into as of the 16th day of July, 2004 by Atlas Pipeline Operating Partnership, L.P. (the “Member”) as the sole member of Spectrum Field Services LLC. The Member desires to form a limited liability company pursuant to the Act as set forth herein. |
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| August 20, 2013 |
AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT APL SOUTHTEX MIDSTREAM COMPANY LP EX-3.43 Exhibit 3.43 AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT of APL SOUTHTEX MIDSTREAM COMPANY LP THIS AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT of APL SouthTex Midstream Company LP (the “Partnership”) dated as of May 7, 2013 is made by APL SouthTex Pipeline Company LLC, a Texas limited liability company (the “General Partner”), and APL SouthTex Midstream Holding Company LP, a |
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| August 20, 2013 |
AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT APL SOUTHTEX GAS UTILITY COMPANY LP EX-3.15 Exhibit 3.15 AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT of APL SOUTHTEX GAS UTILITY COMPANY LP THIS AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT of APL SouthTex Gas Utility Company LP (the “Partnership”) dated as of May 7, 2013 is made by APL SouthTex Pipeline Company LLC, a Texas limited liability company (the “General Partner”), and APL SouthTex Midstream Holding Company LP |
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| August 20, 2013 |
Exhibit 3.22 F I L E D In the Office of the Secretary of State of Texas MAY 07 2013 Corporations Section AMENDED AND RESTATED CERTIFICATE OF FORMATION OF TEAK TEXANA PROCESSING COMPANY LP Pursuant to the provisions of Title 1, Chapter 3, Subchapter B of the Texas Business Organizations Code (the “TBOC”), TEAK Texana Processing Company LP, a Texas limited partnership (the “Partnership”), hereby ado |
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| August 20, 2013 |
OPERATING AGREEMENT ATLAS PIPELINE TENNESSEE, LLC EX-3.41 Exhibit 3.41 OPERATING AGREEMENT OF ATLAS PIPELINE TENNESSEE, LLC THIS OPERATING AGREEMENT (the “Agreement”) of Atlas Pipeline Tennessee, LLC, a Pennsylvania limited liability company (the “Company”), is entered into by Atlas Pipeline Operating Partnership, L.P., a Delaware limited partnership, as the sole member (the “Member”). 1. Purpose. The object and purpose of, and the nature of the |
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| August 20, 2013 |
F I L E D In the Office of the Secretary of State of Texas MAY 07 2013 Corporations Section EX-3.42 Exhibit 3.42 F I L E D In the Office of the Secretary of State of Texas MAY 07 2013 Corporations Section AMENDED AND RESTATED CERTIFICATE OF FORMATION OF TEXANA MIDSTREAM COMPANY LP Pursuant to the provisions of Title 1, Chapter 3, Subchapter B of the Texas Business Organizations Code (the “TBOC”), Texana Midstream Company LP, a Texas limited partnership (the “Partnership”), hereby adopts |
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| August 20, 2013 |
EX-3.50 Exhibit 3.50 State of Delaware Secretary of State Division of Corporations Delivered 03:44 PM 07/24/2009 FILED 03:22 PM 07/24/2009 SRV 090726458 – 4713389 FILE CERTIFICATE OF FORMATION OF Tesuque Pipeline, LLC The undersigned, an authorized natural person, for the purpose of forming a limited liability company, under the provisions and subject to the requirements of the State of Delaware ( |
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| August 20, 2013 |
FOURTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT TESUQUE PIPELINE, LLC EX-3.51 Exhibit 3.51 FOURTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT of TESUQUE PIPELINE, LLC THIS FOURTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT of TESUQUE PIPELINE, LLC (the “Company”) dated as of June 11, 2012, is made by APL Mansfield Pipeline Holding, LLC, a Delaware limited liability company (the “Member”), to amend and restate the Third Amended and Restated |
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| August 20, 2013 |
EX-3.46 Exhibit 3.46 State of Delaware Secretary of State Division of Corporations Delivered 12:07 PM 10/28/2008 FILED 11:56 AM 10/28/2008 SRV 081071579 – 4616532 FILE CERTIFICATE OF FORMATION OF Pecos Pipeline LLC The undersigned, an authorized natural person, for the purpose of forming a limited liability company, under the provisions and subject to the requirements of the State of Delaware (par |
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| August 20, 2013 |
LIMITED LIABILITY COMPANY AGREEMENT ATLAS PIPELINE NGL HOLDINGS, LLC EX-3.37 Exhibit 3.37 LIMITED LIABILITY COMPANY AGREEMENT of ATLAS PIPELINE NGL HOLDINGS, LLC THIS LIMITED LIABILITY COMPANY AGREEMENT of Atlas Pipeline NGL Holdings, LLC (the “Company”) dated as of April 21, 2011, is made by Atlas Pipeline Mid-Continent LLC, a Delaware limited liability company (the “Member”), to establish a limited liability company. The Member, intending to be legally bound, her |
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| August 20, 2013 |
EX-3.30 Exhibit 3.30 State of Delaware Secretary of State Division of Corporations Delivered 03:35 PM 05/30/2007 FILED 03:35 PM 05/30/2007 SRV 070644534 – 4361795 FILE STATE of DELAWARE LIMITED LIABILITY COMPANY CERTIFICATE of FORMATION FIRST: The name of the limited liability company is Atlas Chaney Dell, LLC SECOND: The address of its registered office in the State of Delaware is 110 S. Poplar S |
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| August 20, 2013 |
AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT APL SOUTHTEX TRANSMISSION COMPANY LP EX-3.25 Exhibit 3.25 AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT of APL SOUTHTEX TRANSMISSION COMPANY LP THIS AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT of APL SouthTex Transmission Company LP (the “Partnership”) dated as of May 7, 2013 is made by APL SouthTex Pipeline Company LLC, a Texas limited liability company (the “General Partner”), and APL SouthTex Midstream Holding Company |
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| August 20, 2013 |
SECOND AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT APL SOUTHTEX MIDSTREAM HOLDING COMPANY LP EX-3.17 Exhibit 3.17 SECOND AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT of APL SOUTHTEX MIDSTREAM HOLDING COMPANY LP THIS SECOND AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT of APL SouthTex Midstream Holding Company LP (the “Partnership”) dated as of May 7, 2013 is made by APL SouthTex Pipeline Company LLC, a Texas limited liability company (the “General Partner”), and APL SouthTex Mi |
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| August 20, 2013 |
EX-3.06 Exhibit 3.06 State of Delaware Secretary of State Division of Corporations Delivered 06:11 PM 09/24/2010 FILED 06:03 PM 09/24/2010 SRV 100941002 – 4874729 FILE CERTIFICATE OF FORMATION OF CARDINAL ARKOMA MIDSTREAM, LLC 1. The name of the limited liability company is Cardinal Arkoma Midstream, LLC (the “Company”). 2. The registered office of the Company in the State of Delaware is located a |
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| August 20, 2013 |
EX-3.1(a) Exhibit 3.1(a) STATE OF DELAWARE SECRETARY OF STATE DIVISION OF CORPORATIONS FILED 09:00 AM 09/14/1999 991383880 – 3096617 STATE of DELAWARE CERTIFICATE of LIMITED PARTNERSHIP THE UNDERSIGNED, desiring to form a limited partnership pursuant to the Delaware Revised Uniform Limited Partnership Act, 6 Delaware Code, Chapter 17, do hereby certify as follows: FIRST: The name of the limited pa |
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| August 20, 2013 |
EX-3.12 Exhibit 3.12 State of Delaware Secretary of State Division of Corporations Delivered 02:00 PM 03/26/2009 FILED 01:51 PM 03/26/2009 SRV 090305312 – 4669757 FILE CERTIFICATE OF FORMATION OF APL SUB, LLC This Certificate of Formation of APL Sub, LLC (the “LLC”) is duly executed and filed by the undersigned, as an authorized person, to form a limited liability company under the Delaware Limite |
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| August 20, 2013 |
AMENDED AND RESTATED CERTIFICATE OF FORMATION TEXANA GAS UTILITY COMPANY LP EX-3.14 Exhibit 3.14 F I L E D In the Office of the Secretary of State of Texas MAY 07 2013 Corporations Section AMENDED AND RESTATED CERTIFICATE OF FORMATION OF TEXANA GAS UTILITY COMPANY LP Pursuant to the provisions of Title 1, Chapter 3, Subchapter B of the Texas Business Organizations Code (the “TBOC”), Texana Gas Utility Company LP, a Texas limited partnership (the “Partnership”), hereby ado |
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| August 20, 2013 |
EX-3.26 Exhibit 3.26 State of Delaware Secretary of State Division of Corporations Delivered 12:11 PM 07/16/2004 FILED 12:01 PM 07/16/2004 SRV 040522671 – 224603 FILE CERTIFICATE OF FORMATION OF SPECTRUM FIELD SERVICES LLC PURSUANT TO SECTION 18-201 OF THE DELAWARE LIMITED LIABILITY COMPANY ACT 1. The name of the limited liability company is Spectrum Field Services LLC. 2. The address of its regis |
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| August 20, 2013 |
FORM S-4/A Table of Contents As filed with the Securities and Exchange Commission on August 19, 2013 Registration No. |
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| August 20, 2013 |
EX-3.52 Exhibit 3.52 State of Delaware Secretary of State Division of Corporations Delivered 05:30 PM 04/05/2011 FILED 05:30 PM 04/05/2011 SRV 110380858 – 4955449 FILE STATE of DELAWARE LIMITED LIABILITY COMPANY CERTIFICATE of FORMATION First: The name of the limited liability company is Velma Gas Processing Company, LLC Second: The address of its registered office in the State of Delaware is 1209 |
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| August 20, 2013 |
EX-3.38 Exhibit 3.38 State of Delaware Secretary of State Division of Corporations Delivered 02:35 PM 04/21/2011 FILED 02:35 PM 04/21/2011 SRV 110442540 – 4972945 FILE STATE of DELAWARE LIMITED LIABILITY COMPANY CERTIFICATE of FORMATION FIRST: The name of the limited liability company is Atlas Pipeline NGL Holdings II, LLC SECOND: The address of its registered office in the State of Delaware is 11 |
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| August 20, 2013 |
EX-3.32 Exhibit 3.32 State of Delaware Secretary of State Division of Corporations Delivered 03:26 PM 05/30/2007 FILED 03:26 PM 05/30/2007 SRV 070644395 – 4361792 FILE STATE of DELAWARE LIMITED LIABILITY COMPANY CERTIFICATE of FORMATION FIRST: The name of the limited liability company is Atlas Midkiff, LLC SECOND: The address of its registered office in the State of Delaware is 110 S. Poplar Stree |
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| August 20, 2013 |
LIMITED LIABILITY COMPANY AGREEMENT ATLAS PIPELINE MID-CONTINENT HOLDINGS, LLC EX-3.29 Exhibit 3.29 LIMITED LIABILITY COMPANY AGREEMENT of ATLAS PIPELINE MID-CONTINENT HOLDINGS, LLC THIS LIMITED LIABILITY COMPANY AGREEMENT of ATLAS PIPELINE MID-CONTINENT HOLDINGS, LLC (the “Company”) dated as of June 25, 2012, is made by Atlas Pipeline Operating Partnership, L.P., a Delaware limited partnership (the “Member”). The Member, intending to be legally bound, hereby sets forth the |
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| August 20, 2013 |
F I L E D In the Office of the Secretary of State of Texas MAY 07 2013 Corporations Section EX-3.24 Exhibit 3.24 F I L E D In the Office of the Secretary of State of Texas MAY 07 2013 Corporations Section AMENDED AND RESTATED CERTIFICATE OF FORMATION OF TEAK TEXANA TRANSMISSION COMPANY LP Pursuant to the provisions of Title 1, Chapter 3, Subchapter B of the Texas Business Organizations Code (the “TBOC”), TEAK Texana Transmission Company LP, a Texas limited partnership (the “Partnership”) |
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| August 20, 2013 |
AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT APL SOUTHTEX PROCESSING COMPANY LP EX-3.23 Exhibit 3.23 AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT of APL SOUTHTEX PROCESSING COMPANY LP THIS AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT of APL SouthTex Processing Company LP (the “Partnership”) dated as of May 7, 2013 is made by APL SouthTex Pipeline Company LLC, a Texas limited liability company (the “General Partner”), and APL SouthTex Midstream Holding Company LP, |
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| August 20, 2013 |
EX-3.18 Exhibit 3.18 State of Delaware Secretary of State Division of Corporations Delivered 12:09 PM 05/07/2013 FILED 12:04 PM 05/07/2013 SRV 130535571 – 4727657 FILE AMENDED AND RESTATED CERTIFICATE OF FORMATION OF TEAK MIDSTREAM, L.L.C. This Amended and Restated Certificate of Formation of TEAK Midstream, L.L.C. (the “Company”), has been duly executed and is being filed by the undersigned, as a |
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| August 20, 2013 |
EX-3.04 Exhibit 3.04 State of Delaware Secretary of State Division of Corporations Delivered 01:46 PM 12/30/2009 FILED 01:46 PM 12/30/2009 SRV 091150140 – 4147851 FILE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF ANTERO RESOURCES MIDSTREAM CORPORATION Antero Resources Midstream Corporation, a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), he |
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| August 20, 2013 |
LIMITED LIABILITY COMPANY AGREEMENT ATLAS MIDKIFF, LLC EX-3.33 Exhibit 3.33 LIMITED LIABILITY COMPANY AGREEMENT OF ATLAS MIDKIFF, LLC THIS LIMITED LIABILITY COMPANY AGREEMENT OF ATLAS MIDKIFF, LLC dated as of this day of July, 2007 (this “Agreement”), is made by Atlas Pipeline Mid-Continent, LLC, a Delaware limited liability company (the “Member”). The Member, intending to be legally bound, hereby sets forth the terms of its agreement as to the affair |
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| August 20, 2013 |
LIMITED LIABILITY COMPANY AGREEMENT SADDLEBACK PIPELINE, LLC EX-3.55 Exhibit 3.55 LIMITED LIABILITY COMPANY AGREEMENT OF SADDLEBACK PIPELINE, LLC THIS LIMITED LIABILITY COMPANY AGREEMENT OF SADDLEBACK PIPELINE, LLC dated as of this 20th day of June, 2008 (this “Agreement”), is made by Atlas Pipeline Mid-Continent, LLC, a Delaware limited liability company (the “Member”). The Member, intending to be legally bound, hereby sets forth the terms of its agreement |
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| August 20, 2013 |
EX-3.34 Exhibit 3.34 State of Delaware Secretary of State Division of Corporations Delivered 02:33 PM 09/06/2005 FILED 02:33 PM 09/06/2005 SRV 050729172 – 4026165 FILE STATE of DELAWARE CERTIFICATE of INCORPORATION A STOCK CORPORATION • First: The name of this Corporation is Atlas Pipeline Finance Corporation. • Second: Its registered office in the State of Delaware is to be located at 49 Bancroft |
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| August 20, 2013 |
EX-3.28 Exhibit 3.28 State of Delaware Secretary of State Division of Corporations Delivered 05:44 PM 06/20/2012 FILED 05:44 PM 06/20/2012 SRV 120760157 – 5173670 FILE STATE of DELAWARE LIMITED LIABILITY COMPANY CERTIFICATE of FORMATION FIRST: The name of the limited liability company is APLMC Holding, LLC SECOND: The address of its registered office in the State of Delaware is 110 S. Poplar Stree |
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| August 20, 2013 |
FIFTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT PECOS PIPELINE LLC EX-3.47 Exhibit 3.47 FIFTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT of PECOS PIPELINE LLC THIS FIFTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT of PECOS PIPELINE LLC (the “Company”) dated as of June 11, 2012, is made by APL Mansfield Pipeline Holding, LLC, a Delaware limited liability company (the “Member”), to amend and restate the Fourth Amended and Restated Limited |
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| August 20, 2013 |
Date Filed: 01/16/2008 Pedro A. Cortés Secretary of the Commonwealth EX-3.40 Exhibit 3.40 Entity #: 3782089 Date Filed: 01/16/2008 Pedro A. Cortés Secretary of the Commonwealth PENNSYLVANIA DEPARTMENT OF STATE CORPORATION BUREAU Certificate of Organization Domestic Limited Liability Company (15 Pa.C.S. § 8913) Corporation Service Company Document will be returned to the name and address you enter to the left. ï Commonwealth of Pennsylvania CERTIFICATE OF ORGANIZATI |
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| August 20, 2013 |
BYLAWS ATLAS PIPELINE FINANCE CORPORATION ARTICLE I EX-3.35 Exhibit 3.35 BYLAWS OF ATLAS PIPELINE FINANCE CORPORATION ARTICLE I STOCKHOLDERS 1.1 Meetings. 1.1.1 Place. Meetings of the stockholders shall be held at such place as may be designated by the board of directors. 1.1.2 Annual Meeting. An annual meeting of the stockholders for the election of directors and for other business shall be held on such date and at such time as may be fixed by the |
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| August 20, 2013 |
EX-3.48 Exhibit 3.48 State of Delaware Secretary of State Division of Corporations Delivered 01:06 PM 07/23/2008 FILED 01:01 PM 07/23/2008 SRV 08081006 5 – 4578642 FILE CERTIFICATE OF FORMATION OF ATLAS PIPELINE MID-CONTINENT KANSOK, LLC This Certificate of Formation of Atlas Pipeline Mid-Continent KansOk, LLC, (the “LLC”) is duly executed and filed by the undersigned, as an authorized person, to |
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| August 20, 2013 |
EX-3.45 Exhibit 3.45 OPERATING AGREEMENT OF NOARK ENERGY SERVICES, L.L.C. AN OKLAHOMA LIMITED LIABILITY COMPANY OPERATING AGREEMENT OF NOARK ENERGY SERVICES, L.L.C. AN OKLAHOMA LIMITED LIABILITY COMPANY Table of Contents Page ARTICLE I—ORGANIZATIONAL MATTERS 1 1.1 Formation 1 1.2 Name 1 1.3 Principal Office; Registered Agent 1 1.4 Term 1 1.5 Purpose of the Company 1 ARTICLE II—DEFINITIONS 2 2.1 De |
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| August 20, 2013 |
LIMITED LIABILITY COMPANY AGREEMENT ATLAS CHANEY DELL, LLC Exhibit 3.31 LIMITED LIABILITY COMPANY AGREEMENT OF ATLAS CHANEY DELL, LLC THIS LIMITED LIABILITY COMPANY AGREEMENT OF ATLAS CHANEY DELL, LLC dated as of this 10th day of July, 2007 (this “Agreement”), is made by Atlas Pipeline Mid-Continent, LLC, a Delaware limited liability company (the “Member”). The Member, intending to be legally bound, hereby sets forth the terms of its agreement as to the a |
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| August 20, 2013 |
SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT APL SOUTHTEX PIPELINE COMPANY LLC Exhibit 3.21 SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT of APL SOUTHTEX PIPELINE COMPANY LLC THIS SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT of APL SouthTex Pipeline Company LLC (the “Company”) dated as of May 7, 2013 is made by APL SouthTex Midstream LLC, a Delaware limited liability company (the “Member”), to establish a limited liability company. The Me |
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| August 20, 2013 |
SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT APL SOUTHTEX MIDSTREAM LLC EX-3.19 Exhibit 3.19 SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT of APL SOUTHTEX MIDSTREAM LLC THIS SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT of APL SouthTex Midstream LLC (the “Company”) dated as of May 7, 2013 is made by Atlas Pipeline Mid-Continent Holdings, LLC, a Delaware limited liability company (the “Member”), to establish a limited liability compa |
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| August 20, 2013 |
LIMITED LIABILITY COMPANY AGREEMENT ATLAS PIPELINE MID-CONTINENT KANSOK, LLC EX-3.49 Exhibit 3.49 LIMITED LIABILITY COMPANY AGREEMENT OF ATLAS PIPELINE MID-CONTINENT KANSOK, LLC THIS LIMITED LIABILITY COMPANY AGREEMENT OF ATLAS PIPELINE MID-CONTINENT KANSOK, LLC dated as of this 23rd day of June, 2008 (this “Agreement”), is made by Atlas Pipeline Mid-Continent, LLC, a Delaware limited liability company (the “Member”). The Member, intending to be legally bound, hereby sets |
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| August 19, 2013 |
CORRESP 1 filename1.htm ATLAS PIPELINE PARTNERS, L.P. Park Place Corporate Center One 1000 Commerce Drive, 4th floor Pittsburgh, PA 15275 August 19, 2013 Mara L. Ransom Assistant Director Division of Corporation Finance United States Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Atlas Pipeline Partners, L.P. Registration Statement on Form S-4 Filed August 19, 201 |
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| August 19, 2013 |
- POST EFFECTIVE AMENDMENT NO. 1 Post Effective Amendment No. 1 As filed with the Securities and Exchange Commission on August 19, 2013 Registration No. 333-184804 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ATLAS PIPELINE PARTNERS, L.P.* ATLAS PIPELINE FINANCE CORPORATION (Exact name of registrant as spe |
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| August 6, 2013 |
ATLAS PIPELINE PARTNERS, L.P. REPORTS SECOND QUARTER 2013 RESULTS Exhibit 99.1 Contact: Matthew Skelly VP – Investor Relations 1845 Walnut Street Philadelphia, PA 19103 (877) 280-2857 (215) 561-5692 (facsimile) ATLAS PIPELINE PARTNERS, L.P. REPORTS SECOND QUARTER 2013 RESULTS • Record processed gas volumes exceed 1.25 billion cubic feet per day (BCFD) in second quarter 2013 • Adjusted EBITDA for second quarter 2013 was $86.3 million, a 75.9% increase year-over-y |
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| August 6, 2013 |
Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 8-K Form 8-K 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 Date of report (Date of earliest event reported): August 5, 2013 Commission file number 1-14998 ATLAS PIPELINE PARTNERS, L.P. (Exact name of registrant as specified in its charter) Delaware 23-3011077 (State of incorporation |
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| August 1, 2013 |
July 31, 2013 Andrew D. Mew Accounting Branch Chief Office of the Chief Accountant United States Securities and Exchange Commission 100 F Street, N. E. Washington, D.C. 20549 Re: Atlas Energy, L.P. Form 10-K for the Fiscal Year Ended December 31, 2012 Filed March 1, 2013 File No. 001-32953 Atlas Pipeline Partners, L.P. Form 10-K for the Fiscal Year Ended December 31, 2012 Filed February 28, 2013 F |
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| July 22, 2013 |
FORM S-4 Table of Contents As filed with the Securities and Exchange Commission on July 19, 2013 Registration No. |
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| July 22, 2013 |
EX-21.1 EXHIBIT 21.1 SUBSIDIARIES OF ATLAS PIPELINE PARTNERS, L.P. Name Jurisdiction Atlas Pipeline Operating Partnership, L.P. Delaware APL Laurel Mountain, LLC Delaware APC Acquisition, LLC Delaware Atlas Pipeline Tennessee, LLC Pennsylvania Setting Sun Pipeline Corporation Delaware Atlas Pipeline Mid-Continent LLC Delaware Velma Intrastate Gas Transmission Company, LLC Delaware Slider WestOk Ga |
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| July 22, 2013 |
EX-99.1 Exhibit 99. 1 LETTER OF TRANSMITTAL to Tender Outstanding Unregistered 6 5/8% Senior Notes due 2020 of ATLAS PIPELINE PARTNERS, L.P. ATLAS PIPELINE FINANCE CORPORATION Pursuant to the Exchange Offer and Prospectus dated [April ], 2013 The Exchange Agent for the Exchange Offer is: U.S. Bank Corporate Trust Services Attn: [Lori Buckles] Specialized Finance Dept. 60 Livingston Avenue St. Paul |
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| July 22, 2013 |
Exhibit 99.3 ATLAS PIPELINE PARTNERS, L.P. ATLAS PIPELINE FINANCE CORPORATION OFFER TO EXCHANGE REGISTERED 6 5/8% SENIOR NOTES DUE 2020 FOR ALL OUTSTANDING UNREGISTERED 6 5/8% SENIOR NOTES DUE 2020 THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 5:00 PM, NEW YORK CITY TIME, ON [ ], 2013, UNLESS EXTENDED. To Our Clients: Enclosed for your consideration is a prospectus, dated [April ], 2013 (the “Pro |
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| July 22, 2013 |
EX-25.1 Exhibit 25.1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ¨ Check if an Application to Determine Eligibility of a Trustee Pursuant to Section 305(b)(2) U.S. BANK NATIONAL ASSOCIATION (Exact name of Trustee as specified in its charter) 31-0841368 I.R.S. Employer |
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| July 22, 2013 |
EX-99.2 Exhibit 99.2 ATLAS PIPELINE PARTNERS, L.P. ATLAS PIPELINE FINANCE CORPORATION OFFER TO EXCHANGE REGISTERED 6 5/8% SENIOR NOTES DUE 2020 FOR ALL OUTSTANDING UNREGISTERED 6 5/8% SENIOR NOTES DUE 2020 THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 5:00 PM, NEW YORK CITY TIME, ON [ ], 2013, UNLESS EXTENDED. To Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees: Atlas Pipeli |
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| July 18, 2013 |
EX-99.1 Exhibit 99.1 TEAK MIDSTREAM, L.L.C. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS (unaudited) MARCH 31, 2013 DECEMBER 31, 2012 ASSETS CURRENT ASSETS: Cash $ 8,074,232 $ 15,274,897 Accounts receivable, no allowance for doubtful accounts 12,570,087 8,967,863 Accounts receivable, related party 1,053,902 14,767,088 Prepaid expenses and other current assets 526,869 412,020 Total curren |
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| July 18, 2013 |
Financial Statements and Exhibits - FORM 8-K AMENDMENT Form 8-K Amendment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| July 18, 2013 |
EX-99.2 Exhibit 99.2 Hein & Associates LLP 14755 Preston Rd. Suite 320 Dallas, Texas 75254 www.heincpa.com p 972.458.2296 f 972.788.4943 INDEPENDENT AUDITOR’S REPORT To the Members TEAK Midstream, L.L.C. Dallas, Texas Report on the Financial Statements We have audited the accompanying consolidated financial statements of TEAK Midstream, L.L.C. and its subsidiaries, (collectively, the “Company”) wh |
