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QRE > SEC Filings for QRE > Form 8-K on 1-Nov-2012All Recent SEC Filings

Show all filings for QR ENERGY, LP

Form 8-K for QR ENERGY, LP


Entry into a Material Definitive Agreement, Regulation FD Disclosure, Financial Sta

Item 1.01. Entry into a Material Definitive Agreement.

On October 26, 2012, QRE Operating, LLC, a wholly owned subsidiary of QR Energy, LP (the "Partnership") entered into a Purchase and Sale Agreement, as amended (the "Purchase Agreement") with an undisclosed private seller (the "Seller"), pursuant to which the Seller agreed to transfer predominantly oil properties located in the Ark-La-Tex area for approximately $215 million.

The transaction is expected to be financed with cash on hand and borrowings under the Partnership's committed bank credit facilities. The Purchase Agreement contains representations and warranties, covenants, indemnification provisions and closing adjustments that are typical for transactions of this nature. The transactions contemplated by the Purchase Agreement are expected to close in December 2012, subject to customary closing conditions.

The foregoing summary of the Purchase Agreement does not purport to be complete, and is qualified in its entirety by reference to the definitive Purchase Agreement and Amendment No. 1 to the Purchase Agreement filed as Exhibit 2.1 and Exhibit 2.2 hereto, respectively, and incorporated herein by reference.

Item 7.01. Regulation FD Disclosure.

On November 1, 2012, the Partnership issued a press release announcing the execution of the Purchase Agreement with an undisclosed private seller and its intention to engage in an investor conference call to discuss the proposed acquisition. A copy of the press release announcing the proposed acquisition by the Partnership is furnished as Exhibit 99.1 hereto. A copy of the slide presentation to be presented in connection with the investor conference call is available on the Partnership's Investor Relations website at

Information on the Partnership's website is not incorporated by reference in this Form 8-K. The information being furnished pursuant to Item 7.01 of this Form 8-K and in Exhibit 99.1 shall not be deemed "filed" for purposes of
Section 18 of the Securities Exchange Act of 1934 (the "Exchange Act") or otherwise subject to the liabilities of that Section, nor shall it be deemed incorporated by reference in any registration statement or other filing under the Securities Act of 1933 or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.                                  Description

 2.1*             Purchase and Sale Agreement, dated as of October 26, 2012, by and
                  among QRE Operating, LLC and an undisclosed private seller.

 2.2              Amendment No. 1 to the Purchase and Sale Agreement, dated as of
                  November 1, 2012, by and among QRE Operating, LLC and an
                  undisclosed private seller.

99.1              QR Energy, LP Press Release dated November 1, 2012.

* Pursuant to the rules of the Commission, the remaining schedules and similar attachments to the agreement have not been filed herewith. The Partnership agrees to furnish supplementally a copy of any omitted schedule to the Commission upon request.

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