Report of Foreign Issuer Pursuant to Rule 13a-16 or 15d-16 (6-k)
August 18 2022 - 04:51PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 6-K
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16
of the Securities Exchange Act of 1934
Date of report: August 15, 2022
Commission file number 1-33198
ALTERA
INFRASTRUCTURE L.P.
(Exact name of Registrant as specified in its Charter)
Altera House, Unit 3, Prospect Park, Arnhall Business Park,
Westhill, Aberdeenshire, AB32 6FJ, United Kingdom
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file
annual reports under cover of Form 20-F or Form 40-F.
Form 20-F
x Form 40-F
¨
Indicate by check mark if the registrant is submitting the
Form 6-K in paper as permitted by Regulation S-T
Rule 101(b)(1).
Indicate by check mark if the registrant is submitting the
Form 6-K in paper as permitted by Regulation S-T
Rule 101(b)(7).
Item 1 — Information Contained in this Form 6-K
Report.
As previously disclosed, on August 12, 2022, Altera
Infrastructure L.P. (the “Partnership”) and certain of its
affiliates and subsidiaries filed voluntary petitions (the “Chapter
11 Cases”) under chapter 11 of title 11 of the United States Code
in the United States Bankruptcy Court for the Southern District of
Texas, Houston Division.
On August 15, 2022, the Partnership received a letter from the
New York Stock Exchange (the “NYSE”) notifying the Partnership that
as a result of the Chapter 11 Cases and in accordance with section
802.01D of the NYSE’s Listed Company Manual, the NYSE has
determined that the Partnership’s
7.25% Series A Cumulative Redeemable Preferred Units
(the “Series A Units”), 8.50% Series B
Cumulative Redeemable Preferred Units (the “Series B
Units”) and 8.875% Series E Fixed-to-Floating Rate Cumulative
Redeemable Perpetual Preferred Units (the “Series E
Units” and, together with the Series A Units and
Series B Units, the “Units”) will be delisted from the
NYSE. The NYSE also notified the Partnership that trading of the
Units has been halted as of August 15, 2022.
The Partnership does not intend to appeal the NYSE’s determination.
A Form 25 will be filed with the Securities and Exchange
Commission, which will remove the Units from listing and
registration on the NYSE. The Partnership expects that its Units
will be eligible to be quoted on the OTC Pink operated by the OTC
Markets Group Inc. (the “OTC Pink”) if one or more brokers choose
to make a market for the Units. To the extent the Units are quoted
on the OTC Pink, the Partnership expects such market may provide
significantly less liquidity than the NYSE, and trading prices of
the Units may decline. However, there can be no assurances
regarding any such initial quotation, the existence of a market or
trading prices. Due to the risks and uncertainties resulting from
the Chapter 11 Cases, trading in the Partnership’s Units during the
pendency of the Chapter 11 Cases poses substantial risks.
Cautionary Statement Concerning Forward-Looking
Statements
This report on Form 6-K contains “forward-looking statements”
related to future events. Forward-looking statements contain words
such as “expect,” “anticipate,” “could,” “should,” “intend,”
“plan,” “believe,” “seek,” “see,” “may,” “will,” “would,” or
“target.” Forward-looking statements are based on management’s
current expectations, beliefs, assumptions and estimates and may
include, for example, statements regarding the Partnership’s
intention not to file an appeal regarding the delisting
determination and the trading of the Partnership’s Units on the OTC
Pink. Forward-looking statements are also subject to the risk
factors and cautionary language described from time to time in the
reports the Partnership files with the U.S. Securities and Exchange
Commission, including those in the Partnership’s most recent Annual
Report on Form 20-F. These risks and uncertainties may cause
actual future results to be materially different than those
expressed in such forward-looking statements. The Partnership has
no obligation to update or revise these forward-looking statements
and does not undertake to do so.
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.
Date: August 18, 2022
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ALTERA
INFRASTRUCTURE L.P. |
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By: |
/s/
Mark Mitchell |
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Name:
Mark Mitchell |
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Title:
Company Secretary |
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