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): May 14, 2007
MARTIN MIDSTREAM PARTNERS L.P.
(Exact name of Registrant as specified in its charter)
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| DELAWARE
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000-50056
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05-0527861 |
(State of incorporation
or organization)
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(Commission file
number)
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(I.R.S. employer
identification
number) |
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4200 STONE ROAD
KILGORE, TEXAS
(Address of principal executive offices)
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75662
(Zip code) |
Registrant’s telephone number, including area code: (903) 983-6200
(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 (see General Instruction
A.2. below):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c)) |
TABLE OF CONTENTS
Item 7.01. Regulation FD Disclosure.
On
May 14, 2007, Martin Midstream Partners L.P. (the “Partnership”) issued a press release
announcing that it has commenced an underwritten public offering of 1,200,000 common units (plus
up to 180,000 additional common units to cover over-allotments, if any) under its existing shelf
registration statement (File No. 333-117023). The Partnership intends to use the net proceeds from
the offering to repay outstanding indebtedness incurred under its revolving loan facility to fund
both recent acquisitions and expansion capital expenditures. A.G. Edwards & Sons, Inc. will serve
as the sole underwriter for the offering.
A
copy of the prospectus supplement and related base prospectus for the offering may be
obtained from A.G. Edwards & Sons, Inc., One North Jefferson, St. Louis, Missouri 63103, Telephone
800-278-5373.
Neither this Current Report, nor the attached press release, constitute an offer to sell or a
solicitation of an offer to buy the securities described herein, nor shall there be any sale of
these securities in any state or jurisdiction in which such an offer, solicitation or sale would be
unlawful prior to registration or qualification under the securities laws of any such jurisdiction.
The offering will be made only by means of a prospectus and related prospectus supplement.
A copy of the press release is furnished as an exhibit to this Current Report on Form 8-K.
In accordance with General Instruction B.2 of Form 8-K, the information set forth in this Item
7.01 and in the attached exhibits shall be deemed to be “furnished” and not be deemed to be “filed”
for purposes of the Securities and Exchange Act of 1934, as amended (the “Exchange Act”).
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
In accordance with General Instruction B.2 of Form 8-K, the information set forth in
the attached exhibits is deemed to be “furnished” and not be deemed to be “filed” for purposes of
the Exchange Act.
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| EXHIBIT |
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| NUMBER |
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DESCRIPTION |
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99.1
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Press release dated May 14, 2007. |
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