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CMLP > SEC Filings for CMLP > Form 8-K on 18-Mar-2013All Recent SEC Filings

Show all filings for CRESTWOOD MIDSTREAM PARTNERS LP | Request a Trial to NEW EDGAR Online Pro

Form 8-K for CRESTWOOD MIDSTREAM PARTNERS LP


18-Mar-2013

Other Events, Financial Statements and Exhibits


Item 8.01. Other Events

On January 8, 2013, Crestwood Midstream Partners LP (the "Partnership") filed a Current Report on Form 8-K to report is acquisition of a 65% limited liability company membership interest in Crestwood Marcellus Midstream LLC ("CMM") from Crestwood Marcellus Holdings LLC ("Marcellus Holdings"), Crestwood Gas Services GP LLC, the general partner of the Partnership (the "General Partner"), Crestwood Holdings LLC ("Crestwood Holdings"), and Crestwood Gas Services Holdings LLC ("Gas Services Holdings"), collectively the "Contributing Parties." Because the Partnership now owns 100% of CMM and has the ability to control CMM's operating and financial decisions and policies, and because the limited liability company membership interest has been acquired from the Contributing Parties, applicable accounting standards required the acquisition of the interest to be accounted for as a reorganization of entities under common control. As a result, the Partnership's historical financial information was retrospectively adjusted to reflect the change in reporting entity and the consolidation of CMM. Accordingly, the Partnership has updated certain information included in its Annual Report on Form 10-K for the year ended December 31, 2012 ("2012 Annual Report") filed with the Securities and Exchange Commission ("SEC") on February 28, 2013 as follows:

Item 6. Selected Financial Data;

Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations;

Item 7A. Quantitative and Qualitative Disclosures About Market Risk; and

Item 8. Financial Statements and Supplementary Data.

The Partnership has filed the updated information listed above as Exhibit 99.1 to this Current Report on Form 8-K ("Report") which is incorporated herein by reference. Except with respect to the retrospective adjustment described above, the information included in this Report has not been updated to reflect events subsequent to the filing of the 2012 Annual Report. This Report should be read in conjunction with the portions of the 2012 Annual Report that have not be retrospectively adjusted herein, as well as in conjunction with the Partnership's other filings with the SEC filed subsequent to the 2012 Annual Report.

The historical financial statements of the acquired entity referenced in the Current Report on Form 8-K filed with the SEC on January 8, 2013 were filed with the Partnership's 2012 Annual Report filed with the SEC on February 28, 2013. The supplemental consolidated financial statements in Item 8 of this Report serve to meet the requirement of the pro-forma financial information referenced in the Current Report on Form 8-K filed with the SEC on January 8, 2013.



Item 9.01 Financial Statements and Exhibits

(d) Exhibits.

 Exhibit
 Number                                       Description

     23.1         Consent of Independent Registered Public Accounting Firm Deloitte &
                  Touche LLP

     99.1         Financial Information


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