Southcross Energy Partners, L.P. - FORM 10-Q/A - November 10, 2014

Attached files

file filename
EX-31.2 - EXHIBIT - Southcross Energy Partners, L.P.a2014q110-qaex312.htm
EX-32.1 - EXHIBIT - Southcross Energy Partners, L.P.a2014q110-qaex321.htm
EX-31.1 - EXHIBIT - Southcross Energy Partners, L.P.a2014q110-qaex311.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 March 31, 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 May 7, 2014, the registrant has 21,465,046 common units outstanding, 12,213,713 subordinated units outstanding and 1,800,886 Series A Convertible Preferred 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 March 31, 2014, originally filed on May 7, 2014 (the “Original Filing”). This Amendment is a technical amendment to add certain required language to Exhibits 31.1 and 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
 
Second Amended and Restated Agreement of Limited Partnership of Southcross Energy Partners, L.P., dated as of April 12, 2013 (incorporated by reference to Exhibit 3.3 to our Annual Report on Form 10-K dated April 15, 2013).
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
 
Amended and Restated Limited Liability Company Agreement of Southcross Energy Partners GP, LLC, dated as of November 7, 2012 (incorporated by reference to Exhibit 3.2 to the Current Report on Form 8-K dated November 7, 2012).
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
 
Fourth Amendment to Second Amended and Restated Credit Agreement, dated March 13, 2014, by and among Southcross Energy Partners, L.P., as borrower, Wells Fargo Bank, N.A., as administrative agent thereunder, and each of the lenders party thereto (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K dated March 13, 2014).
10.2
 
Severance Agreement, dated March 3, 2014, by and between Southcross Energy Partners GP, LLC and John E. Bonn (incorporated by reference to Exhibit 10.13 to our Annual Report on Form 10-K dated March 5, 2014).
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




Southcross Energy Partners, L.P. Reports