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): January 24, 2008
REGENCY ENERGY PARTNERS LP
(Exact name of registrant as specified in its charter)
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Delaware
(State or other jurisdiction of
incorporation)
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000-51757
(Commission
File Number)
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16-1731691
(IRS Employer
Identification No.) |
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1700 Pacific, Suite 2900
Dallas, Texas
(Address of principal
executive offices)
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75201
(Zip Code) |
Registrant’s telephone number, including area code: (214) 750-1771
(Former name or former address, if changed since last report): Not applicable
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the
filing obligation of the registrant under any of the following provisions (see General Instruction
A.2. below):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Item 3.01(a). Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard;
Transfer of Listing.
In February 2007, the Registrant announced the resignation of Robert W. Shower as an
independent director of Regency GP LLC, the general partner (“Managing General Partner”) of Regency
GP LP, the general partner (“General Partner”) of the Registrant. Following its notice to The
Nasdaq Stock Market of Mr. Shower’s resignation, Regency received a Nasdaq Staff Deficiency Letter
on February 15, 2007 stating that such resignation had caused the Registrant to fail to satisfy
Marketplace Rule 4350 of The Nasdaq Stock Market relating to the composition of the Registrant’s
Audit Committee. Compliance with that rule is required for continued listing on The Nasdaq Stock
Market, but, in accordance with Marketplace Rule 4350(d)(4), The Nasdaq Stock Market provided a
cure period of one year within which to reestablish compliance.
The election of the directors reported pursuant to Item 5.02(d) below brings the Registrant
back into compliance with Marketplace Rule 4350 within the cure period permitted by The Nasdaq
Stock Market.
Item 5.02(b). Departure of Director.
Mr. Dean Fuller, a member of the Board of Directors of the Managing General Partner of the
Partnership, resigned as a director effective as of January 24, 2008 following the election of the
additional directors as described in Item 5.02(d) below. Mr. Fuller joined the Board on November
14, 2005. The resignation did not involve any disagreement with the Board, the Managing General
Partner or the Partnership.
A copy of the related press release is attached hereto as Exhibit 99.1.
Item 5.02(d). Addition of Directors.
Effective January 24, 2008, Michael J. Bradley, president and chief executive officer of
Matrix Service Company, and John T. Mills, former chief financial officer of Marathon Oil
Corporation, were elected as directors of the Managing General Partner.
Following a determination by the Board that both directors satisfied the criteria
for independence under the Marketplace Rules of The Nasdaq Stock Market, both new directors were
appointed to the Audit Committee, chaired by J. Otis Winters, and to the Conflicts Committee, of
which Mr. Winters is Chairman. Mr. Bradley was also appointed to the Executive Committee and to
the Compensation Committee. Mr. Mills was also appointed to the Risk Management Committee.
Effective with their election, each new director was awarded 5,000 restricted common units
under the Registrant’s Long-Term Incentive Plan. These vest at the rate of 25% per year over four
years.
Item 8.01 Other Events.
On January 25, 2008, the board of directors of Regency GP LLC, the managing general partner of
Regency Energy Partners LP, or the Partnership, declared a cash distribution with respect to all
outstanding common units and subordinated units of the Partnership, as well as the General
Partner’s equivalent units, in the amount of $0.40 per unit payable on February 14, 2007 to holders
of record on February 7, 2007. A copy of the press release is furnished as Exhibit 99.2 hereto and
is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
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Description |
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99.1 |
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Press Release, dated January 24, 2008 |
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99.2 |
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Press Release, dated January 25, 2008. |
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