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NKA > SEC Filings for NKA > Form 8-K on 4-Nov-2013All Recent SEC Filings




Other Events, Financial Statements and Exhibits

Item 8.01 Other Events.

On November 4, 2013, Niska Gas Storage Partners LLC (the "Company"), a Delaware limited liability company, entered into an Equity Distribution Agreement (the "Agreement") with Citigroup Global Markets Inc. (the "Manager"). Pursuant to the terms of the Agreement, the Company may sell from time to time through the Manager, as the Company's sales agent, common units representing limited liability company interests in the Company having an aggregate offering price of up to $[75,000,000] (the "Units"). Sales of the Units, if any, will be made by means of ordinary brokers' transactions on the New York Stock Exchange any other national securities exchange or facility thereof, a trading facility of a national securities association or an alternate trading system, to or through a market maker or directly on or through an electronic communication network, a "dark pool" or any similar market venue, at market prices, in block transactions, or as otherwise agreed by the Company and the Manager.

Under the terms of the Agreement, the Company may also sell Units from time to time to the Manager as principal for its own account at a price to be agreed upon at the time of sale. Any sale of Units to the Manager as principal would be pursuant to the terms of a separate terms agreement between the Company and the Manager.

The Units will be issued pursuant to the Company's Shelf Registration Statement on Form S-3 (Registration No. 333-174988).

The summary of the Agreement in this report does not purport to be complete and is qualified by reference to the full text of the Agreement, a copy of which is filed as Exhibit 1.1 to this Current Report on Form 8-K, and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.                                Description

1.1           Equity Distribution Agreement, dated October 30, 2013 by and among
              the Company and Citigroup Global Markets Inc.

5.1           Opinion of Vinson & Elkins L.L.P. as to the legality of the Units.

8.1           Opinion of Vinson & Elkins L.L.P. regarding certain U.S. tax matters.

8.2           Opinion of Bennett Jones LLP regarding certain Canadian tax matters.

23.1          Consent of Vinson & Elkins L.L.P. (included in its opinion filed as
              Exhibit 5.1).

23.2          Consent of Vinson & Elkins L.L.P. (included in its opinion filed as
              Exhibit 8.1).

23.3          Consent of Bennett Jones LLP (included in its opinion filed as
              Exhibit 8.2).

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