Item 7.01 Regulation FD Disclosure.
In connection with the proposed offering of senior notes described in Item 8.01
below,
Certain statements in this Current Report on Form 8-K are "forward-looking
statements" within the meaning of Section 27A of the Securities Act of 1933, as
amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All
statements, other than statements of historical facts, included in this Current
Report on Form 8-K that address activities, events or developments that the
Company expects, believes or anticipates will or may occur in the future, are
forward-looking statements. These forward-looking statements rely on a number of
assumptions concerning future events and are subject to a number of
uncertainties, factors and risks, many of which are outside the Company's
control, which could cause results to differ materially from those expected by
management of the Company. Such risks and uncertainties include, but are not
limited to, weather, political, economic and market conditions, including a
decline in the price and market demand for natural gas, natural gas liquids and
crude oil, the impact of pandemics such as COVID-19, actions by the
The information in Item 7.01 of this Current Report on Form 8-K and the attached Exhibit 99.1 is being "furnished" and shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, and is not incorporated by reference into any Company filing, whether made before or after the date hereof, regardless of any general incorporation language in such filing.
Item 8.01 Other Events. Notes Offering
On
Tender Offer
On
Each of the press releases shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state in which the offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state.
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Item 9.01 Financial Statements and Exhibits.
(d) Exhibits. Exhibit Number Description 99.1 Offering memorandum excerpt (incorporated by reference to Exhibit 99.1 toTarga Resources Partners LP's Current Report on Form 8-K (File No. 001-33303) filedJanuary 19, 2021 ). 99.2 Press release datedJanuary 19, 2021 , announcing the launch of the Offering (incorporated by reference to Exhibit 99.2 toTarga Resources Partners LP's Current Report on Form 8-K (File No. 001-33303) filedJanuary 19, 2021 ). 99.3 Press release, datedJanuary 19, 2021 , announcing the commencement of the Tender Offer (incorporated by reference to Exhibit 99.3 toTarga Resources Partners LP's Current Report on Form 8-K (File No. 001-33303) filedJanuary 19, 2021 ). 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). 2
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