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Form 8-K GLOBAL PARTNERS LP For: Aug 22

August 24, 2016 9:16 AM EDT


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 22, 2016


GLOBAL PARTNERS LP
(Exact name of registrant as specified in its charter)

Delaware

001-32593

74-3140887

(State or other jurisdiction
of incorporation)

(Commission
File Number)

(IRS Employer
Identification No.)

P.O. Box 9161
800 South Street
Waltham, Massachusetts 02454-9161

(Address of Principal Executive Offices)


(781) 894-8800
(Registrant’s telephone number, including area code)



Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))




Item 8.01.          Other Events        

On May 20, 2016, Drake Petroleum Company, Inc., an indirect wholly owned subsidiary of Global Partners LP (the “Partnership”), as seller, entered into a Purchase and Sale Agreement with Mirabito Holdings, Inc. (“Mirabito”), as buyer, to sell to Mirabito certain gasoline stations and convenience stores located in New York and Pennsylvania (the “Drake Sites”) for an aggregate total cash purchase price of approximately $40.0 million (the “Mirabito Disposition”).  The Drake Sites are a portion of the sites that were acquired by the Partnership in connection with the acquisition of Warren Equities, Inc. and its subsidiaries on January 7, 2015.  

On August 22, 2016, the Mirabito Disposition closed with respect to thirty (30) Drake Sites for an aggregate total purchase price of $40.0 million, less customary settlement charges.  Approximately $28.0 million of the proceeds were used to pay down debt under the Partnership’s revolving credit facility and the balance of the proceeds remain available to pursue like-kind exchange transactions to acquire retail gasoline assets  In connection with the closing, the parties entered into long term supply contracts for branded and unbranded gasoline and other petroleum products.  

Item 9.01.          Financial Statements and Exhibits

(d)

Exhibit

99.1*

Global Partners LP Press Release dated August 24, 2016

*         Furnished herewith.


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

GLOBAL PARTNERS LP

By:

Global GP LLC,

its general partner

 
 

Dated:

August 24, 2016

By:

/s/ Edward J. Faneuil

Executive Vice President,
General Counsel and Secretary


EXHIBIT INDEX

Exhibit
Number

 

Description

 

99.1

Global Partners LP Press Release dated August 24, 2016

*      Furnished herewith.

Exhibit 99.1

Global Partners Completes Sale of Non-Strategic Retail Sites to Mirabito Holdings for $40 Million

WALTHAM, Mass.--(BUSINESS WIRE)--August 24, 2016--Global Partners LP (NYSE: GLP) today announced that, through a wholly owned subsidiary, it has completed the previously announced sale of 30 non-strategic gasoline stations and convenience stores in New York and Pennsylvania to Mirabito Holdings, Inc. for approximately $40 million. The transaction includes long-term supply contracts for branded and unbranded gasoline and other petroleum products. Approximately $28 million of the proceeds were used to pay down debt under the Partnership’s revolving credit facility and the balance of the proceeds remain available to pursue like-kind exchange transactions to acquire retail gasoline assets.

“The Mirabito transaction reflects our ongoing focus on monetizing non-strategic retail sites to further strengthen our balance sheet and provide additional flexibility to invest in assets that are fundamental to our growth objectives,” said Global President and Chief Executive Officer Eric Slifka. “At the same time, establishing long-term supply agreements with the purchaser allows us to continue to earn a supply margin.”

About Global Partners LP

A publicly traded master limited partnership, Global is a midstream logistics and marketing company that owns, controls or has access to one of the largest terminal networks of petroleum products and renewable fuels in the Northeast. Global also is one of the largest distributors of gasoline, distillates, residual oil and renewable fuels to wholesalers, retailers and commercial customers in New England and New York. The Partnership is engaged in the transportation of crude oil and other products by rail from the mid-continental U.S. and Canada to the East and West Coasts for distribution to refiners and others. With approximately 1,500 locations, primarily in the Northeast, Global also is one of the largest independent owners, suppliers and operators of gasoline stations and convenience stores. Global is No. 276 in the Fortune 500 list of America’s largest corporations. For additional information, visit www.globalp.com.


Forward-looking Statements

Certain statements and information in this press release may constitute “forward-looking statements.” The words “believe,” “expect,” “anticipate,” “plan,” “intend,” “foresee,” “should,” “would,” “could” or other similar expressions are intended to identify forward-looking statements, which are generally not historical in nature. These forward-looking statements are based on our current expectations and beliefs concerning future developments and their potential effect on us. While management believes that these forward-looking statements are reasonable as and when made, there can be no assurance that future developments affecting us will be those that we anticipate. All comments concerning our expectations for future revenues and operating results are based on our forecasts for our existing operations and do not include the potential impact of any future acquisitions. Our forward-looking statements involve significant risks and uncertainties (some of which are beyond our control) and assumptions that could cause actual results to differ materially from our historical experience and our present expectations or projections.

For additional information regarding known material factors that could cause our actual results to differ from our projected results, please see our filings with the SEC, including our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K.

Readers are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date hereof. We undertake no obligation to publicly update or revise any forward-looking statements after the date they are made, whether as a result of new information, future events or otherwise.

CONTACT:
Global Partners LP
Daphne H. Foster, 781-894-8800
Chief Financial Officer
or
Edward J. Faneuil, 781-894-8800
Executive Vice President, General Counsel and Secretary



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