Attached files
| file | filename |
|---|---|
| EX-31.1 - EXHIBIT - Southcross Energy Partners, L.P. | q310-qaex311.htm |
| EX-32.1 - EXHIBIT - Southcross Energy Partners, L.P. | q310-qaex321.htm |
| EX-31.2 - EXHIBIT - Southcross Energy Partners, L.P. | q310-qaex312.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q/A
Amendment No. 1
(Mark One)
ý | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended September 30, 2014
OR
o | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from to
Commission File Number: 001-35719
Southcross Energy Partners, L.P.
(Exact name of registrant as specified in its charter)
DELAWARE | 45-5045230 | |
(State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) | |
1700 Pacific Avenue, Suite 2900 Dallas, TX | 75201 | |
(Address of principal executive offices) | (Zip Code) | |
(214) 979-3720
(Registrant’s telephone number, including area code)
(Former name, former address and former fiscal year, if changed since last report)
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ý No o
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ý No o
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):
Large accelerated filer o | Accelerated filer x | |
Non-accelerated filer o (Do not check if a smaller reporting company) | Smaller reporting company o | |
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o No ý
Indicate the number of units outstanding of the issuer’s classes of common units, subordinated units and Series A Convertible Preferred Units, as of the latest practicable date:
As of November 7, 2014, the registrant has 23,800,943 common units outstanding, 12,213,713 subordinated units outstanding and 14,633,000 Class B Convertible Units outstanding. Our common units trade on the NYSE under the symbol “SXE.”
EXPLANATORY NOTE
This Amendment No. 1 on Form Q/A (this “Amendment”) amends the Quarterly Report on Form 10-Q of Southcross Energy Partners, L.P. (the “Partnership”) for the quarterly period ending September 30, 2014, originally filed on November 7, 2014 (the “Original Filing). This Amendment is a technical amendment to add certain required language to Exhibit 31.2 of the Original Filing.
Except for the change described above, no other changes have been made to the Original Filing. This Amendment continues to speak as of the date of the Original Filing and the Partnership has not updated the disclosures contained therein to reflect any events that occurred at a date subsequent to the Original Filing.
The following Index to Exhibits is hereby amended and restated in its entirety.
INDEX TO EXHIBITS | ||||
Exhibit | ||||
Number | Description | |||
3.1 | Certificate of Limited Partnership of Southcross Energy Partners, L.P. (incorporated by reference to Exhibit 3.1 to the Registration Statement on Form S-1 (Commission File No. 333-180841)). | |||
3.2 | Third Amended and Restated Agreement of Limited Partnership of Southcross Energy Partners, L.P., dated as of August 4, 2014 (incorporated by reference to Exhibit 3.1 to our Current Report on Form 8-K dated August 4, 2014). | |||
3.4 | Certificate of Formation of Southcross Energy Partners GP, LLC (incorporated by reference to Exhibit 3.4 to the Registration Statement on Form S-1 (Commission File No. 333-180841)). | |||
3.5 | Second Amended and Restated Limited Liability Company Agreement of Southcross Energy Partners GP, LLC, dated as of August 4, 2014 (incorporated by reference to Exhibit 3.2 to our Current Report on Form 8-K dated August 4, 2014). | |||
4.1 | Registration Rights Agreement, dated as of April 12, 2013, by and between Southcross Energy Partners, L.P. and Southcross Energy LLC (incorporated by reference to Exhibit 4.1 to our Annual Report on Form 10-K dated April 15, 2013). | |||
10.1 | Third Amended and Restated Revolving Credit Agreement with Wells Fargo Bank, N.A., as Administrative Agent, UBS Securities LLC and Barclays Bank PLC, as Co-Syndication Agents, JPMorgan Chase Bank, N.A., as Documentation Agent, and the lenders party thereto (incorporated by reference to Exhibit 10.1 to our Current Report on Form 8-K dated August 4, 2014). | |||
10.2 | Term Loan Credit Agreement with Wells Fargo Bank, N.A., as Administrative Agent, UBS Securities LLC and Barclays Bank PLC, as Co-Syndication Agents, and the lenders party thereto (incorporated by reference to Exhibit 10.2 to our Current Report on Form 8-K dated August 4, 2014). | |||
10.3 | Southcross Energy Partners GP, LLC and Southcross GP Management Holdings, LLC 2014 Equity Incentive Plan and Form of Unit Award Agreement (incorporated by reference to Exhibit 10.3 to our Current Report on Form 8-K dated August 4, 2014). | |||
10.4 | Retention Agreement, dated November 6, 2014, between Southcross Energy Partners GP, LLC and J. Michael Anderson. | |||
31.1* | Certification of Chief Executive Officer required by Rule 13a-14(a)/15d-14(a). | |||
31.2* | Certification of Chief Financial Officer required by Rule 13a-14(a)/15d-14(a). | |||
32.1* | Certifications of Chief Executive Officer and Chief Financial Officer required by Rule 13a-14(b) or Rule 15d-14(b) and Section 1350 of Chapter 63 of Title 18 of the United States Code (18 U.S.C. 1350). | |||
101.INS† | XBRL Instance Document. | |||
101.SCH† | XBRL Taxonomy Extension Schema. | |||
101.CAL† | XBRL Taxonomy Extension Calculation Linkbase. | |||
101.DEF† | XBRL Taxonomy Extension Definition Linkbase. | |||
101.LAB† | XBRL Taxonomy Extension Label Linkbase. | |||
101.PRE† | XBRL Extension Presentation Linkbase. | |||
* Filed or furnished herewith.
† Pursuant to Rule 406T of Regulation S-T, the Interactive Data Files on Exhibit 101 hereto are deemed not filed or part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, are deemed not filed for purposes of Section 18 of the Securities and Exchange Act of 1934, as amended, and otherwise are not subject to liability under those sections. The financial information contained in the XBRL (eXtensible Business Reporting Language)-related documents is unaudited and unreviewed.
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.
SOUTHCROSS ENERGY PARTNERS, L.P. | |||
By: | Southcross Energy Partners GP, LLC, its general partner | ||
Date: | November 10, 2014 | By: | /s/ J. Michael Anderson |
J. Michael Anderson | |||
Senior Vice President and Chief Financial Officer | |||
Principal Financial Officer | |||
Date: | November 10, 2014 | By: | /s/ Donna A. Henderson |
Donna A. Henderson | |||
Vice President and Chief Accounting Officer | |||
Principal Accounting Officer | |||