Document
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): September 20, 2017
NuStar Energy L.P.
(Exact name of registrant as specified in its charter)
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Delaware | 001-16417 | 74-2956831 |
(State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) |
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| 19003 IH-10 West San Antonio, Texas 78257 | |
| (Address of principal executive offices) | |
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| (210) 918-2000 | |
| (Registrant’s telephone number, including area code) | |
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| 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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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 o
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. o
Item 1.01 Entry into a Material Definitive Agreement.
On September 20, 2017, NuStar Energy L.P. (the “Partnership”) entered into: (1) the Second Amendment to Purchase and Sale Agreement, dated as of September 20, 2017, by and among the originators listed therein, the Partnership, NuStar Finance LLC, Mizuho Bank, Ltd. and PNC Bank, National Association (the “PSA Amendment”); and (2) the Second Amendment to Receivables Financing Agreement, dated as of September 20, 2017, by and among NuStar Finance, LLC, as Borrower, the Partnership, as initial Servicer, Mizuho Bank, Ltd. and PNC Bank, National Association (the “RFA Amendment”).
The RFA Amendment extends the Scheduled Termination Date (as defined in the Receivables Financing Agreement dated as of June 15, 2015, as amended, by and among NuStar Finance LLC, the Partnership, the Lenders and Group Agents from time to time party thereto and PNC Bank, National Association) to September 20, 2020. The PSA Amendment adds NuStar Permian Transportation and Storage, LLC, NuStar Permian Field Services, LLC, NuStar Permian Crude Logistics, LLC, NuStar Permian Crude Storage, LLC and NuStar Permian CC Storage, LLC as additional originators who will sell or contribute, on an ongoing basis, certain of their accounts receivable and related security and interests in the proceeds thereof to NuStar Finance LLC pursuant to the Purchase and Sale Agreement dated as of June 15, 2015, as amended, by an among the originators listed therein, NuStar Finance, LLC and the Partnership.
The foregoing summary is qualified in its entirety by the text of the PSA Amendment and the RFA Amendment, copies of which are filed as Exhibit 10.01 and Exhibit 10.02, respectively, to this Current Report on Form 8-K and incorporated herein by reference.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The information set forth above under Item 1.01 is incorporated by reference into this Item 2.03.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
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Exhibit Number | | EXHIBIT |
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Exhibit 10.01 | |
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Exhibit 10.02 | | Second Amendment to Receivables Financing Agreement, dated as of September 20, 2017, by and among NuStar Finance, LLC, as Borrower, NuStar Energy L.P., as initial Servicer, Mizuho Bank, Ltd. and PNC Bank, National Association
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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.
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| NUSTAR ENERGY L.P. |
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| By: | Riverwalk Logistics, L.P. |
| | its general partner |
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| | By: | NuStar GP, LLC |
| | | its general partner |
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Date: September 20, 2017 | | | By: | /s/ Amy L. Perry |
| | | Name: | Amy L. Perry |
| | | Title: | Senior Vice President, General Counsel - Corporate & Commercial Law and Corporate Secretary |
EXHIBIT INDEX
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Exhibit Number | | EXHIBIT |
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Exhibit 10.01 | | |
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Exhibit 10.02 | | Second Amendment to Receivables Financing Agreement, dated as of September 20, 2017, by and among NuStar Finance, LLC, as Borrower, NuStar Energy L.P., as initial Servicer, Mizuho Bank, Ltd. and PNC Bank, National Association |