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): January 12, 2016
Atlas Resource Partners, L.P.
(Exact name of registrant as specified in its charter)
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Delaware |
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001-35317 |
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45-3591625 |
(State or other jurisdiction of incorporation) |
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(Commission File Number) |
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(IRS Employer Identification No.) |
Park Place Corporate Center One
1000 Commerce Drive, Suite 400
Pittsburgh, PA 15275
(Address of principal executive offices, including zip code)
800-251-0171
(Registrants telephone number, including area code)
(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:
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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)) |
Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of
Listing.
On January 12, 2016, Atlas Resource Partners, L.P. (Atlas) received written notice (the Notice)
from the New York Stock Exchange (the NYSE) that Atlas is not in compliance with the NYSE continued listing standards set forth in Section 802.01C of the NYSE Listed Company Manual because the average closing price of its common
units was less than $1.00 over a consecutive 30 trading-day period.
In accordance with applicable NYSE procedures, Atlas plans to notify
the NYSE by January 26, 2016 of its intention to cure this noncompliance. In accordance with the NYSE rules, Atlas has six months from the date of receipt of the Notice to achieve compliance with the continued listing standards of
Section 802.01C. Atlas can regain compliance at any time during the six month cure period if Atlass common units have a closing price of at least $1.00 on the last trading day of any calendar month during the period and it has an average
closing share price of at least $1.00 over the 30-trading day period ending on the last trading day of that month or on the last day of the cure period.
Atlas is actively monitoring the price of its common units and will consider available options to resolve the deficiency and achieve
compliance with Rule 802.01C.
The Notice has no immediate impact on the listing of Atlas common units, which will continue to be
listed and traded on the NYSE, subject to its continued compliance with other NYSE continued listing standards.
Item 7.01 |
Regulation FD Disclosure. |
On January 13, 2016, Atlas issued a press release
announcing that it has received the Notice. A copy of the press release is attached hereto as Exhibit 99.1.
Item 9.01 |
Financial Statements and Exhibits. |
(d) Exhibits
The following exhibits are attached hereto and filed herewith
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Exhibit No. |
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Description |
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99.1 |
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Press release dated January 13, 2016. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.
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ATLAS RESOURCE PARTNERS, L.P.
By: Atlas Energy Group, LLC, its general partner |
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Dated: January 13, 2016 |
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By: |
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/s/ Jeffrey M. Slotterback |
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Name: |
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Jeffrey M. Slotterback |
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Title: |
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Chief Financial Officer |
Exhibit 99.1
NEWS RELEASE
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Contact: |
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Matthew Skelly Investor Relations
(877) 280-2857 |
ATLAS ENERGY GROUP AND ATLAS RESOURCE PARTNERS RECEIVE NOTICES REGARDING NYSE CONTINUED LISTING
STANDARDS
Fort Worth, TX January 13, 2016 - Atlas Energy Group, LLC (NYSE: ATLS) (ATLS or the Company) and
Atlas Resource Partners, L.P. (NYSE: ARP) (ARP or the Partnership) announced today that the New York Stock Exchange (NYSE), on January 7, 2016 and January 12, 2016, respectively, notified each of
ATLS and ARP that it had fallen below the NYSEs continued listing standards relating to minimum average closing price of a security less than $1.00 over a consecutive 30-trading-day-period.
As required by NYSE procedures, the Company and the Partnership will each submit an acknowledgement letter to the NYSE within 10 business days from the
receipt of the NYSE notice of its intention to regain compliance with the listing standards within 6 months.
To regain compliance, the Company and
Partnership must achieve a closing $1.00 unit price on both the last trading day of any calendar month within the six-month cure period and at least $1.00 average unit price over the 30 trading days preceding the end of that month.
During the 6-month cure period, each of the Companys and the Partnerships units will continue to be listed and traded on the NYSE, subject to
compliance with other NYSE continued listing standards.
Cautionary Note Regarding Forward-Looking Statements
Certain matters discussed within this press release are forward-looking statements. Although each of ATLS and ARP believes the expectations reflected in
such forward-looking statements are based on reasonable assumptions, they cannot give any assurances that their expectations will be attained. Such forward-looking statements include, but are not limited to, statements about ATLS or ARPs
objectives, expectations and intentions and other statements that are not historical facts. Forward-looking statements speak only as of the date hereof, and neither ATLS nor ARP assumes any obligation to update such statements, except as may be
required by applicable law.
Atlas Energy Group, LLC (NYSE: ATLS) is a limited liability company which owns the following
interests: all of the general partner interest, incentive distribution rights and an approximate 23% limited partner interest in its upstream oil & gas subsidiary, Atlas Resource Partners, L.P.; the general partner interests, incentive
distribution rights and limited partner interests
in Atlas Growth Partners, L.P.; and a general partner interest in Lightfoot Capital Partners, an entity that invests directly in energy-related businesses and assets. For more information, please
visit our website at www.atlasenergy.com (http://www.atlasenergy.com), or contact Investor Relations at InvestorRelations@atlasenergy.com.
Atlas Resource Partners, L.P. (NYSE: ARP) is an exploration & production master limited partnership which owns an interest in over 14,500
producing natural gas and oil wells, located primarily in Appalachia, the Barnett Shale (TX), the Mississippi Lime (OK), the Eagle Ford Shale (TX), the Raton Basin (NM), Black Warrior Basin (AL) and the Rangely Field (CO). ARP is also the largest
sponsor of natural gas and oil investment partnerships in the U.S. For more information, please visit our website at www.atlasresourcepartners.com (http://www.atlasresourcepartners.com), or contact Investor Relations at
InvestorRelations@atlasenergy.com.
SOURCE: Atlas Energy Group, LLC; Atlas Resource Partners, L.P.
Investor Relations, (877) 280-2857