Amendment: Archrock Inc. filed SEC Form 8-K: Financial Statements and Exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
(Amendment No. 1)
CURRENT REPORT
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Introductory Note.
On August 30, 2024, Archrock, Inc., a Delaware corporation (“Archrock”), filed with the U.S. Securities and Exchange Commission a Current Report on Form 8-K (the “Original Form 8-K”) reporting, among other events, the completion of Archrock’s acquisition of all the issued and outstanding equity interests in Total Operations and Production Services, LLC (“TOPS” and such acquisition, the “Acquisition”), pursuant to the terms of that certain Purchase and Sale Agreement, dated July 22, 2024 (the “Purchase Agreement”), by and among Archrock, Archrock ELT LLC, TOPS Pledge1, LLC and TOPS Pledge2, LLC, and, solely with respect to Section 6.25 of the Purchase Agreement, TOPS Holdings, LLC.
This Current Report on Form 8-K/A amends the Original Form 8-K to include (i) the financial statements of TOPS required by Item 9.01(a) and (ii) the pro forma financial information of TOPS required by Item 9.01(b). Archrock had previously indicated in the Original Form 8-K that such financial statements and pro forma information would be provided no later than 71 days from the date on which the Original Form 8-K was required to be filed.
Item 9.01 Financial Statements and Exhibits
(a) Financial Statements of Business or Funds Acquired.
The audited financial statements of TOPS as of and for the fiscal year ended December 31, 2023 are attached as Exhibit 99.1 to this Current Report on Form 8-K/A and incorporated by reference herein.
The unaudited financial statements of TOPS as of and for the six months ended June 30, 2024 are attached as Exhibit 99.2 to this Current Report on Form 8-K/A and incorporated by reference herein.
(b) Pro Forma Financial Information.
The unaudited pro forma condensed combined balance sheet of Archrock as of June 30, 2024 and the unaudited pro forma condensed combined statements of operations for the six months ended June 30, 2024 and the year ended December 31, 2023, giving effect to the Acquisition, are filed as Exhibit 99.3 to this Current Report on Form 8-K/A and are incorporated by reference herein.
(d) Exhibits.
Exhibit Number |
| Description |
23.1 | ||
99.1 | ||
99.2 | ||
99.3 | Unaudited pro forma condensed combined financial statements. | |
104 | Cover Page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document). |
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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.
ARCHROCK, INC. | ||
November 15, 2024 | By: | /s/ Stephanie C. Hildebrandt |
Stephanie C. Hildebrandt | ||
Senior Vice President, General Counsel and Secretary | ||
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