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EX-99.1 - EX-99.1 - Atlas Energy Group, LLCd161724dex991.htm

 

 

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): March 18, 2016

 

 

ATLAS ENERGY GROUP, LLC

(Exact name of registrant specified in its charter)

 

 

 

Delaware   001-36725   45-3741247

(State or Other Jurisdiction

Of Incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

Park Place Corporate Center One

1000 Commerce Drive, Suite 400

Pittsburgh, PA 15275

(Address of principal executive offices, zip code)

Registrant’s telephone number, including area code: (412) 489-0006

(Former name or former address, if changed since last report.)

 

 

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 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.

On March 18, 2016, Atlas Energy Group, LLC (the “Company”) was notified by the New York Stock Exchange (the “NYSE”) that the NYSE has determined to commence proceedings to delist its common units (the “Common Units”) from the NYSE as a result of the Company’s failure to comply with the continued listing standard set forth in Section 802.01B of the NYSE Listed Company Manual to maintain an average global market capitalization over a consecutive 30 trading-day period of at least $15 million for its Common Units. The NYSE also suspended the trading of the Common Units at the close of trading on March 18, 2016.

The NYSE has informed the Company that it will apply to the Securities and Exchange Commission to delist the Common Units upon completion of all applicable procedures, including any appeal by the Company of the NYSE’s decision. The Company is presently considering what actions, if any, it may take in response to the decision, however, the Company anticipates that the Common Units will begin trading on the OTCQX on Monday, March 21, 2016. The Company expects its OTCQX ticker symbol to be the same as its NYSE symbol: ATLS. The Company will remain subject to the public reporting requirements of the Securities and Exchange Commission following the transfer to the OTCQX.

 

Item 7.01 Regulation FD Disclosure.

The Company issued a press release on March 18, 2016, announcing that it received the notice of noncompliance with the NYSE’s continued listing standard and that the Common Units will begin trading on the OTCQX on March 21, 2016. A copy of the press release is attached to this Current Report on Form 8-K as Exhibit 99.1 and is incorporated herein by reference.

 

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

The following exhibits are attached hereto and filed herewith

 

Exhibit No.

  

Description

99.1    Press release dated March 18, 2016.


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.

 

    ATLAS ENERGY GROUP, LLC
Dated: March 18, 2016     By:  

/s/ Jeffrey M. Slotterback

    Name:   Jeffrey M. Slotterback
    Title:   Chief Financial Officer