Post-effective Amendment to an S-8 Filing (s-8 Pos)
March 09 2016 - 6:12AM
Edgar (US Regulatory)
As filed with the Securities and Exchange Commission on March 9, 2016
Registration No. 333- 202502
UNITED STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 1 TO
FORM S-8 REGISTRATION STATEMENT NO. 333- 202502
UNDER
THE
SECURITIES ACT OF 1933
TARGA RESOURCES PARTNERS LP
(Exact name of registrant as specified in its charter)
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Delaware |
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65- 1295427 |
(State or other jurisdiction of
incorporation or organization) |
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(I.R.S. Employer
Identification Number) |
1000 Louisiana, Suite 4300
Houston, Texas 77002
(713) 584-1000
(Address,
including zip code, and telephone number, including area code, of registrants principal executive offices)
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Name, address, including zip code, and telephone
number, including area code, of agent for service: |
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Copy of communications to: |
Joe Bob Perkins
Chief Executive Officer
Targa Resources Partners LP
1000 Louisiana, Suite 4300
Houston, Texas 77002
(713) 584-1000 |
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Christopher Collins
Vinson & Elkins L.L.P.
1001 Fannin Street, Suite 2500
Houston, Texas 77002
(713) 758-2222 |
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.
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Large accelerated filer |
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x |
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Accelerated filer |
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¨ |
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Non-accelerated filer |
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¨ (Do not check if a smaller reporting company) |
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Smaller reporting company |
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¨ |
DEREGISTRATION OF SECURITIES
This Post-Effective Amendment relates to the Registration Statement (the Registration Statement), Registration No. 333-
202502, filed on Form S-8 on March 5, 2015, pertaining to the registration of 629,231 common units (Common Units) representing limited partner interests in Targa Resource Partners LP, a Delaware limited partnership (the
Partnership) issuable under the Targa Resources Partners Long Term Incentive Plan.
On February 17, 2016, the Partnership
was acquired by Targa Resources Corp., a Delaware corporation (TRC), pursuant to the Agreement and Plan of Merger (the Merger Agreement), by and among the Partnership, TRC, Spartan Merger Sub LLC, and Targa Resources GP LLC.
Pursuant to the Merger Agreement, TRC acquired indirectly all of the outstanding Common Units that TRC and its subsidiaries did not already own.
As a result of the completion of the transactions contemplated by the Merger Agreement, the Partnership has terminated all offerings of
securities pursuant to the Registration Statement. In accordance with an undertaking made by the Partnership in the Registration Statement to remove from registration, by means of post-effective amendments, any of the securities that had been
registered for issuance that remain unsold at the termination of such offering, the Partnership hereby removes from registration all of such securities registered but unsold under the Registration Statement.
SIGNATURES
Pursuant to the requirements of the Securities Act, the registrant certifies that it has reasonable grounds to believe that it meets all of
the requirements for filing on Form S-8 and has duly caused this Post-Effective Amendment to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Houston, in the State of Texas, on this
9th day of March, 2016.
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TARGA RESOURCES PARTNERS LP |
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By: |
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TARGA RESOURCES GP LLC, |
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its General Partner |
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By: |
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/s/ Matthew J. Meloy |
Name: |
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Matthew J. Meloy |
Title: |
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Executive Vice President and Chief Financial Officer (Principal Financial Officer) |
Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment to the
Registration Statement has been signed below by the following persons on behalf of the registrant and in the capacities indicated on March 9, 2016.
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Name |
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Title |
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Date |
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* |
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Chief Executive Officer and Director |
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March 9, 2016 |
Joe Bob Perkins |
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(Principal Executive Officer) |
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/s/ Matthew J. Meloy |
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Executive Vice President and Chief
Financial Officer |
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March 9, 2016 |
Matthew J. Meloy |
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(Principal Financial Officer) |
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* |
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Senior Vice President and Chief Accounting |
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March 9, 2016 |
John R. Sparger |
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Officer |
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(Principal Accounting Officer) |
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Executive Chairman of the Board |
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March 9, 2016 |
James W. Whalen |
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/s/ Michael A. Heim |
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Director |
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March 9, 2016 |
Michael A. Heim |
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/s/ Ershel C. Redd Jr. |
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Director |
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March 9, 2016 |
Ershel C. Redd Jr. |
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* |
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Director |
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March 9, 2016 |
Rene R. Joyce |
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* |
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Director |
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March 9, 2016 |
Robert B. Evans |
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*By: /s/ Matthew J. Meloy |
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Matthew J. Meloy |
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Attorney-In-Fact |
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