Attached files
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): December
10, 2009
QUICKSILVER
GAS SERVICES LP
(Exact
Name of Registrant as Specified in Charter)
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Delaware
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001-33631
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56-2639586
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(State or Other Jurisdiction of
Incorporation)
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(Commission File
Number)
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(IRS Employer Identification
No.)
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777 West Rosedale
Street
Fort Worth, Texas
76104
(Address
of Principal Executive Offices) (Zip Code)
Registrant’s telephone number, including area code:
(817)
665-8620
_______________
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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¨
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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¨
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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¨
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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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¨
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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 1.01. |
Entry
into a Material Definitive
Agreement.
|
On
December 10, 2009, Quicksilver Gas Services LP (the “Partnership”) entered into
a Purchase and Sale Agreement among Cowtown Pipeline L.P. (“Pipeline”), an
indirect wholly-owned subsidiary of Quicksilver Resources Inc. (“Quicksilver
Resources”), the Partnership and Cowtown Pipeline Partners L.P. (“Pipeline
Partners”), an indirect wholly-owned subsidiary of the Partnership, to purchase
various gas gathering pipeline and related properties located in the Alliance
Airport area of Tarrant and Denton Counties, Texas from Pipeline for an
aggregate cash purchase price of $87.1 million (the “Purchase and Sale
Agreement”). Quicksilver Resources has guaranteed the obligations of
Pipeline under the Purchase and Sale Agreement, including its obligations to
indemnify the Partnership and Pipeline Partners. Pipeline Partners
has agreed to lease certain gathering assets from Pipeline through December 29,
2011. The Partnership will also have a contractual right to gather
and treat Quicksilver Resources production from the Alliance Airport area for
the next 10 years. The purchase price is subject to adjustment for
net cash flow between December 1, 2009, the effective date of the transaction,
and closing. Closing of the purchase and sale is subject to customary
conditions to closing. The Conflicts Committee, consisting solely of
independent directors, of the Board of Directors (the “Board”) of Quicksilver
Gas Services GP LLC, the sole general partner of the Partnership (the “General
Partner”) and the Board have unanimously approved the terms of the Purchase and
Sale Agreement.
On
December 10, 2009, the Partnership issued a press release announcing that it
entered into the Purchase and Sale Agreement. A copy of the press
release is attached as Exhibit 99.1 to this Current
Report on Form 8-K and is incorporated herein by reference.
The
foregoing description is qualified in its entirety by reference to the full text
of the Purchase and Sale Agreement, which is attached as Exhibit 10.1 to this Current Report on Form 8-K and is
incorporated herein by reference.
The
General Partner, an indirect wholly-owned subsidiary of Quicksilver Resources,
holds a 1.9% general partner interest and incentive distribution rights in the
Partnership. Quicksilver Resources indirectly holds a 70.8% limited
partner interest in the Partnership. Certain directors and officers
of the General Partner serve as directors and/or officers of Quicksilver
Resources.
| Item 8.01. |
Other
Events.
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On
December 10, 2009, the Partnership issued a press release announcing its 2010
capital budget. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is
incorporated herein by reference.
On
December 10, 2009, the Partnership issued a press release announcing a public
offering by the Partnership of 4,000,000 common units representing limited
partnership interests pursuant to an effective shelf registration statement on
Form S-3 filed with the Securities and Exchange Commission. A copy of
the press release is attached as Exhibit 99.2 to this
Current Report on Form 8-K and is incorporated herein by reference.
| Item 9.01. |
Financial
Statements and
Exhibits.
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(d) Exhibits.
2
SIGNATURE
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.
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QUICKSILVER
GAS SERVICES LP
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By:
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Quicksilver Gas Services GP LLC, | |
| its General Partner | ||
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By:
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/s/
Philip Cook
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Philip
Cook
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Senior Vice
President -
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Chief
Financial Officer
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Date:
December 10, 2009
INDEX TO
EXHIBITS