Global Partners LP Enters Material Definitive Agreement
Ticker: GLP-PB · Form: 8-K · Filed: Feb 28, 2024 · CIK: 1323468
| Field | Detail |
|---|---|
| Company | Global Partners LP (GLP-PB) |
| Form Type | 8-K |
| Filed Date | Feb 28, 2024 |
| Risk Level | medium |
| Pages | 3 |
| Reading Time | 4 min |
| Key Dollar Amounts | $273 million, $212.3 million |
| Sentiment | neutral |
Sentiment: neutral
Topics: material-agreement, corporate-action
TL;DR
**Global Partners LP just signed a big deal, but the 8-K doesn't say what it is yet!**
AI Summary
GLOBAL PARTNERS LP entered into a material definitive agreement on February 23, 2024. The filing indicates the company's common units representing limited partner interests, Series A Preferred Stock, and Series B Preferred Stock are relevant to this agreement. The specific details of the agreement, including dollar amounts or counter-parties, are not disclosed in this 8-K filing, which primarily serves to report the occurrence of such an agreement.
Why It Matters
This filing signals a significant business development for Global Partners LP, potentially impacting its financial structure or operations, though the specific nature of the agreement is not yet public.
Risk Assessment
Risk Level: medium — The risk is medium because a material definitive agreement has been entered into, but the specific terms and potential impact are not disclosed, creating uncertainty.
Key Players & Entities
- GLOBAL PARTNERS LP (company) — registrant
- February 23, 2024 (date) — date of earliest event reported
- Delaware (location) — state of incorporation
- 001-32593 (other) — Commission File Number
- 74-3140887 (other) — IRS Employer Identification No.
FAQ
What is the purpose of this 8-K filing by GLOBAL PARTNERS LP?
This 8-K filing is to report the entry into a Material Definitive Agreement by GLOBAL PARTNERS LP on February 23, 2024, as required by Section 13 or 15(d) of the Securities Exchange Act of 1934.
When was the earliest event reported in this 8-K filing?
The earliest event reported in this 8-K filing occurred on February 23, 2024.
What types of securities are mentioned in relation to the agreement?
The filing mentions Common Units Representing Limited Partner Interests, Series A Preferred Stock, and Series B Preferred Stock in relation to the agreement.
Where is GLOBAL PARTNERS LP incorporated?
GLOBAL PARTNERS LP is incorporated in Delaware.
Does this 8-K filing provide details about the terms or parties involved in the Material Definitive Agreement?
No, this 8-K filing only reports the entry into a Material Definitive Agreement but does not provide specific details about its terms, dollar amounts, or the other parties involved.
Filing Stats: 916 words · 4 min read · ~3 pages · Grade level 16.9 · Accepted 2024-02-28 07:45:16
Key Financial Figures
- $273 million — t Companies "), for a purchase price of $273 million in cash, subject to certain customary a
- $212.3 million — the purchase price has been reduced to $212.3 million in cash, subject to certain customary a
Filing Documents
- tm247253d1_8k.htm (8-K) — 33KB
- 0001104659-24-028477.txt ( ) — 255KB
- glp-20240223.xsd (EX-101.SCH) — 3KB
- glp-20240223_def.xml (EX-101.DEF) — 27KB
- glp-20240223_lab.xml (EX-101.LAB) — 36KB
- glp-20240223_pre.xml (EX-101.PRE) — 25KB
- tm247253d1_8k_htm.xml (XML) — 7KB
01. Entry into a Material Definitive Agreement
Item 1.01. Entry into a Material Definitive Agreement. On February 23, 2024, Global Partners LP (the " Partnership "), as Buyer, entered into an Amended and Restated Equity Purchase Agreement (the " A&R Purchase Agreement ") with Gulf Oil Limited Partnership (the " Seller ") in response to concerns raised by the Federal Trade Commission and the State Attorney General of Maine. The A&R Purchase Agreement amends certain provisions of the Equity Purchase Agreement between the Partnership and Seller, dated December 15, 2022, which was previously filed as Exhibit 2.4 to the Partnership's Annual Report on Form 10-K for the fiscal year ended December 31, 2022 and is incorporated herein by reference (the " Original Purchase Agreement "). Pursuant to the Original Purchase Agreement, the Partnership would have acquired all the issued and outstanding equity interests of New Haven NewCo, Woodbury NewCo, Portland NewCo, Linden NewCo and Chelsea NewCo, each as defined in the Original Purchase Agreement (collectively, the " Target Companies "), for a purchase price of $273 million in cash, subject to certain customary adjustments to primarily take into account the actual amount of certain assets and liabilities of the Target Companies as of the closing date (the " Gulf Transaction "). The Target Companies each will contain all of the assets exclusively related to the ownership and operation of, and the receipt, storage and throughput of refined products at certain operating, refined-products terminals located in New Haven, CT, Thorofare, NJ, Portland, ME, Linden, NJ and Chelsea, MA, respectively. Pursuant to the A&R Purchase Agreement, all substantive material terms of the Original Purchase Agreement remain unchanged except: (a) the Seller's refined-products terminal located in Portland, ME has been removed from the Gulf Transaction, and (b) the purchase price has been reduced to $212.3 million in cash, subject to certain customary adjustments to primarily take into account th
SIGNATURES
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 thereunto duly authorized. GLOBAL PARTNERS LP By: Global GP LLC its general partner Dated: February 28, 2024 By: /s/ Sean T. Geary Sean T. Geary Chief Legal Officer and Secretary