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Form 8-K CSI Compressco LP For: Jul 21

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July 22, 2016 7:32 AM EDT



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): July 21, 2016


CSI Compressco LP
(Exact name of registrant as specified in its charter)
Delaware
1-35195
94-3450907
(State or other jurisdiction
(Commission File Number)
(IRS Employer
of incorporation)
 
Identification No.)
 
 
 
3809 S. FM 1788
Midland, Texas 79706
(Address of Principal Executive Offices and Zip Code)
 
 
 
Registrant's telephone number, including area code: (432) 563-1170


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):

[ ] 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 July 21, 2016, the Board of Directors of CSI Compressco GP Inc. (the “Board of Directors”), the general partner of CSI Compressco LP (the “Partnership”), declared a cash distribution attributable to the quarter ended June 30, 2016 of $0.3775 per outstanding unit, which is equal to the previous quarterly distribution. The distribution will be payable on August 15, 2016 to the Partnership's unitholders of record as of the close of business on August 1, 2016.

On July 22, 2016, the Partnership announced that it plans to publicly release its financial results for the quarter ended June 30, 2016 on Friday, August 5, 2016, and hold a conference call at 10:30 a.m. Eastern Time on that day to discuss the financial results.

A copy of the press release announcing the cash distribution and schedule for the financial results release is attached hereto as Exhibit 99.1.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.
Exhibit Number
 
Description
99.1
 
Press Release, dated July 22, 2016, issued by CSI Compressco LP

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

 
CSI Compressco LP
By:
CSI Compressco GP Inc.,
its general partner
By:
/s/Timothy A. Knox
 
Timothy A. Knox
 
President
Date: July 22, 2016
 



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EXHIBIT INDEX

Exhibit Number
 
Description
99.1
 
Press Release, dated July 22, 2016, issued by CSI Compressco LP



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EXHIBIT 99.1

FOR IMMEDIATE RELEASE


CSI COMPRESSCO LP DECLARES
SECOND QUARTER 2016 CASH DISTRIBUTION
AND SCHEDULES SECOND QUARTER 2016 RESULTS CONFERENCE CALL

Midland, Texas (July 22, 2016) - CSI Compressco LP (CSI Compressco or the Partnership) (NASDAQ: CCLP) announced today that the board of directors of its general partner has declared a cash distribution attributable to the quarter ended June 30, 2016 of $0.3775 per outstanding unit, or $1.51 per outstanding unit on an annualized basis. This amount is equal to the previous quarterly distribution, and a decrease of $0.1225 per outstanding unit from the distribution of $0.5000 ($2.00 on an annualized basis) attributable to the second quarter of 2015. This cash distribution will be paid on August 15, 2016 to all unitholders of record as of the close of the business on August 1, 2016.

In addition, CSI Compressco expects to release its second quarter 2016 earnings results on Friday, August 5, 2016 and will host a conference call at 10:30 a.m. Eastern Time on that day to discuss the earnings results. The phone number for the call is 866/374-8397. The conference will also be available by live audio webcast and may be accessed through CSI Compressco’s website at www.csicompressco.com. The earnings press release will be available on CSI Compressco’s website prior to the conference call. A replay of the call will be available at 877/344-7529, conference number 10090249, for one week following the conference, and the archived webcast will be available through CSI Compressco’s website for thirty days following the conference.

CSI Compressco is a provider of compression services and equipment for natural gas and oil production, gathering, transportation, processing, and storage. CSI Compressco’s compression and related services business includes a fleet of over 6,000 compressor packages providing in excess of 1.1 million in aggregate horsepower, utilizing a full spectrum of low-, medium-, and high-horsepower engines. CSI Compressco also provides well monitoring and automated sand separation services in conjunction with compression services in Mexico. CSI Compressco’s equipment sales business includes the fabrication and sale of standard compressor packages, custom-designed compressor packages, and oilfield fluid pump systems designed and fabricated primarily at our facility in Midland, Texas. CSI Compressco’s aftermarket business provides compressor package reconfiguration and maintenance services as well as the sale of compressor package parts and components manufactured by third-party suppliers. CSI Compressco’s customers comprise a broad base of natural gas and oil exploration and production, mid-stream, transmission, and storage companies operating throughout many of the onshore producing regions of the United States as well as in a number of foreign countries, including Mexico, Canada, and Argentina. CSI Compressco is managed by CSI Compressco GP Inc., which is an indirect, wholly owned subsidiary of TETRA Technologies, Inc. (NYSE: TTI).

Forward Looking Statements

This press release contains “forward-looking statements” and information based on our beliefs and those of our general partner, CSI Compressco GP Inc. Forward-looking statements in this press release are identifiable by the use of the following words and other similar words: “anticipates”, “assumes”, “believes”, “budgets”, “could”, “estimates”, “expects”, “forecasts”, “goal”, “intends”, “may”, “might”, “plans”, “predicts”, “projects”, “schedules”, “seeks”, “should, “targets”, “will” and “would”. These forward-looking statements include statements, other than statements of historical fact, concerning CSI Compressco’s strategy, future operations, financial position, estimated revenues, projected costs and other statements regarding CSI Compressco’s beliefs, expectations, plans, prospects, and other future events and performance. Such forward-looking statements reflect our current views with respect to future events and financial performance and are based on assumptions that we believe to be reasonable but such forward-looking statements are subject to numerous risks and uncertainties, including, but not limited to: economic and operating conditions that are outside of our control, including the supply, demand, and prices of crude oil and natural gas; the levels of competition we encounter; the activity levels of our customers; the availability of adequate sources of capital to us; our ability to comply with contractual obligations, including those under our financing arrangements; our operational performance; the loss of our management; risks related to acquisitions and our growth strategy, including our 2014 acquisition of

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Compressor Systems, Inc.; the availability of raw materials and labor at reasonable prices; risks related to our foreign operations; the effect and results of litigation, regulatory matters, settlements, audits, assessments, and contingencies; risks associated with a material weakness in our internal control over financial reporting and the consequences we may encounter if we are unable to remediate that material weakness or if we identify other material weaknesses in the future; information technology risks, including the risk of cyberattack; and other risks and uncertainties contained in our Annual Report on Form 10-K and our other filings with the U.S. Securities and Exchange Commission (“SEC”), which are available free of charge on the SEC website at www.sec.gov. The risks and uncertainties referred to above are generally beyond our ability to control and we cannot predict all the risks and uncertainties that could cause our actual results to differ from those indicated by the forward-looking statements. If any of these risks or uncertainties materialize, or if any of the underlying assumptions prove incorrect, actual results may vary from those indicated by the forward-looking statements, and such variances may be material. All subsequent written and oral forward-looking statements made by or attributable to us or to persons acting on our behalf are expressly qualified in their entirety by reference to these risks and uncertainties. You should not place undue reliance on forward-looking statements. Each forward-looking statement speaks only as of the date of the particular statement, and we undertake no obligation to update or revise any forward-looking statements we may make, except as may be required by law.
This press release serves as qualified notice to nominees as provided for under Treasury Regulation Section 1.1446-4(b)(4) and (d). CSI Compressco’s distributions to foreign investors are subject to federal tax withholding at the highest applicable effective tax rate. Nominees are treated as withholding agents responsible for withholding distributions received by them on behalf of foreign investors.

Contact:
CSI Compressco LP, Midland, Texas
Timothy A. Knox, 432/563-1170
www.csicompressco.com



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