Search the web
Welcome, Guest
[Sign Out, My Account]
EDGAR_Online

Quotes & Info
Enter Symbol(s):
e.g. YHOO, ^DJI
Symbol Lookup | Financial Search
RRMS > SEC Filings for RRMS > Form 8-K/A on 20-Dec-2013All Recent SEC Filings

Show all filings for ROSE ROCK MIDSTREAM, L.P.

Form 8-K/A for ROSE ROCK MIDSTREAM, L.P.


20-Dec-2013

Financial Statements and Exhibits


Item 9.01. Financial Statements and Exhibits.

(a) Financial statements of business acquired.

The audited balance sheets of SemCrude Pipeline, L.L.C. as of December 31, 2012 and 2011 and the related statements of operations, changes in member's equity and cash flows for the years ended December 31, 2012, 2011 and 2010, and the related notes thereto, are filed as Exhibit 99.2 to this Current Report on Form 8-K/A and are incorporated by reference herein.

The unaudited balance sheets of SemCrude Pipeline, L.L.C. as of September 30, 2013 and December 31, 2012 and the related statements of operations and cash flows for the nine months ended September 30, 2013 and 2012, and the related statement of changes in member's equity for the nine months ended September 30, 2013, and the related notes thereto, are filed as Exhibit 99.3 to this Current Report on Form 8-K/A and are incorporated by reference herein.

The audited balance sheets of White Cliffs Pipeline, L.L.C. as of December 31, 2012 and 2011 and the related statements of operations, changes in members' equity and cash flows for the years ended December 31, 2012 and 2011, and the related notes thereto, and the unaudited statements of operations, changes in members' equity and cash flows of White Cliffs Pipeline, L.L.C. for the three months ended December 31, 2010, and the related notes thereto, are filed as Exhibit 99.4 to this Current Report on Form 8-K/A and are incorporated by reference herein.

(b) Pro forma financial information.

The unaudited pro forma condensed consolidated balance sheet of the Partnership as of September 30, 2013 and the unaudited pro forma condensed consolidated statements of income of the Partnership for the nine months ended September 30, 2013 and the year ended December 31, 2012, each showing the pro forma effect of the Drop-Down Transaction and certain other related transactions, are filed as Exhibit 99.5 to this Current Report on Form 8-K/A and are incorporated by reference herein.

(d) Exhibits.

The following documents are filed or furnished as exhibits to this Current Report on Form 8-K/A. Those exhibits below incorporated by reference herein are indicated as such by the information supplied in the parenthetical thereafter. If no parenthetical appears after an exhibit, such exhibit is filed herewith.

Exhibit No.                                  Description

2.1               Contribution Agreement, dated as of December 12, 2013, by and
                  among SemGroup Corporation, Rose Rock Midstream Holdings, LLC,
                  Rose Rock Midstream GP, LLC, Rose Rock Midstream, L.P. and Rose
                  Rock Midstream Operating, LLC (filed as Exhibit 2.1 to Rose Rock
                  Midstream, L.P.'s Current Report on Form 8-K (File
                  No. 001-35365), filed on December 16, 2013).

--------------------------------------------------------------------------------
Exhibit No.                                  Description

3.1               Amendment No. 2, dated as of December 16, 2013, to the Second
                  Amended and Restated Agreement of Limited Partnership of Rose
                  Rock Midstream, L.P., dated as of December 14, 2011, as amended
                  by Amendment No. 1 thereto dated January 11, 2013 (filed as
                  Exhibit 3.1 to Rose Rock Midstream, L.P.'s Current Report on Form
                  8-K (File No. 001-35365), filed on December 16, 2013).

10.1              Third Amendment to the Credit Agreement, dated as of December 10,
                  2013, by and among Rose Rock Midstream, L.P., as borrower, the
                  guarantors named therein, the lenders named therein, and The
                  Royal Bank of Scotland plc, as administrative agent and
                  collateral agent (filed as Exhibit 10.1 to Rose Rock Midstream,
                  L.P.'s Current Report on Form 8-K (File No. 001-35365), filed on
                  December 16, 2013).

23.1              Consent of BDO USA, LLP with respect to the audited financial
                  statements of SemCrude Pipeline, L.L.C.

23.2              Consent of BDO USA, LLP with respect to the audited financial
                  statements of White Cliffs Pipeline, L.L.C.

99.1              Press Release dated December 16, 2013 (furnished as Exhibit 99.1
                  to Rose Rock Midstream, L.P.'s Current Report on Form 8-K (File
                  No. 001-35365), filed on December 16, 2013).

99.2              The audited balance sheets of SemCrude Pipeline, L.L.C. as of
                  December 31, 2012 and 2011 and the related statements of
                  operations, changes in member's equity and cash flows for the
                  years ended December 31, 2012, 2011 and 2010, and the related
                  notes thereto.

99.3              The unaudited balance sheets of SemCrude Pipeline, L.L.C. as of
                  September 30, 2013 and December 31, 2012 and the related
                  statements of operations and cash flows for the nine months ended
                  September 30, 2013 and 2012, and the related statement of changes
                  in member's equity for the nine months ended September 30, 2013,
                  and the related notes thereto.

99.4              The audited balance sheets of White Cliffs Pipeline, L.L.C. as of
                  December 31, 2012 and 2011 and the related statements of
                  operations, changes in members' equity and cash flows for the
                  years ended December 31, 2012 and 2011, and the related notes
                  thereto, and the unaudited statements of operations, changes in
                  members' equity and cash flows of White Cliffs Pipeline, L.L.C.
                  for the three months ended December 31, 2010, and the related
                  notes thereto.

99.5              The unaudited pro forma condensed consolidated balance sheet of
                  Rose Rock Midstream, L.P. as of September 30, 2013 and the
                  unaudited pro forma condensed consolidated statements of income
                  of Rose Rock Midstream, L.P. for the nine months ended
                  September 30, 2013 and the year ended December 31, 2012.


  Add RRMS to Portfolio     Set Alert         Email to a Friend  
Get SEC Filings for Another Symbol: Symbol Lookup
Quotes & Info for RRMS - All Recent SEC Filings
Copyright © 2014 Yahoo! Inc. All rights reserved. Privacy Policy - Terms of Service
SEC Filing data and information provided by EDGAR Online, Inc. (1-800-416-6651). All information provided "as is" for informational purposes only, not intended for trading purposes or advice. Neither Yahoo! nor any of independent providers is liable for any informational errors, incompleteness, or delays, or for any actions taken in reliance on information contained herein. By accessing the Yahoo! site, you agree not to redistribute the information found therein.