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): February 6, 2023

 

 

TXO Energy Partners, L.P.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware

(State or other jurisdiction

of incorporation)

  

001-41605

(Commission

File Number)

  

32-0368858

(IRS Employer

Identification No.)

400 West 7th Street, Fort Worth, Texas

(Address of principal executive offices)

  

76102

(Zip Code)

(817) 334-7800

Registrant’s telephone number, including area code

Not applicable.

(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))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

   

Trading

Symbol(s)

   

Name of each exchange

on which registered

Common Units representing limited partner interests    TXO    New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

 

 

 

Item 8.01 Other Events.

As previously announced, in connection with its initial public offering (the “IPO”), TXO Energy Partners, L.P. (the “Partnership”) granted the underwriters of its IPO a 30-day option to purchase additional common units representing limited partner interests in TXO (the “common units”) at the IPO price, less underwriting discounts and commissions. On February 6, 2023, the Partnership consummated the sale of an additional 750,000 common units at the IPO price of $20.00 per common unit, resulting in additional gross proceeds of $15,000,0000 before deducting underwriting discounts and commissions.

The information in this Current Report on Form 8-K shall not be deemed “filed” for any purpose, including for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise be subject to the liabilities of that Section, nor shall it be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

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.

 

    TXO Energy Partners, L.P.
    By:   TXO Energy GP, LLC
      its general partner
Dated: February 6, 2023     By:  

/s/ Brent W. Clum

      Name:   Brent W. Clum
      Title:  

President of Business Operations and

Chief Financial Officer