UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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| Item 1.01 | Entry into a Material Definitive Agreement. |
On October 8, 2024, Delek Logistics Partners, LP (the “Partnership”) entered into an underwriting agreement (the “Underwriting Agreement) by and among the Partnership, Delek Logistics GP, LLC, a Delaware limited liability company and the general partner of the Partnership, and BofA Securities, Inc., Barclays Capital Inc., and RBC Capital Markets, LLC, as joint book-running managers and representatives of the several underwriters named on Schedule A thereto (collectively, the “Underwriters”), pursuant to which the Underwriters agreed to sell to the public 3,846,153 common units representing limited partner interests in the Partnership (“Firm Units”) at a price of $39.00 per Unit (the “Offering”). Pursuant to the Underwriting Agreement, the Partnership also granted the Underwriters a 30-day option to purchase up to an additional 576,922 common units (the “Option Units,” and together with the Firm Units, the “Units”) on the same terms.
The Underwriting Agreement contains customary representations, warranties, and covenants of the Partnership and also provides for customary indemnification by each of the Partnership and the Underwriters against certain liabilities and customary contribution provisions in respect of those liabilities.
The Units are being offered and sold by the Partnership to or through the Underwriters under a registration statement on Form S-3 originally filed with the Securities and Exchange Commission (the “Commission”) on April 26, 2024 (File No. 333-278939) and declared effective on May 7, 2024, including the prospectus contained therein, as supplemented by a prospectus supplement dated October 8, 2024, in accordance with the provisions of Rule 424(b) of the rules and regulations of the Commission under the Securities Act of 1933, as amended.
The foregoing description of the Underwriting Agreement is qualified in its entirety by reference to the Underwriting Agreement, a copy of which is attached hereto as Exhibit 1.1 and incorporated herein by reference.
| Item 9.01 | Financial Statements and Exhibits. |
| (d) | Exhibits. |
| 1.1 | Underwriting Agreement, dated October 8, 2024, by and among Delek Logistics Partners, LP, Delek Logistics GP, LLC, and BofA Securities, Inc., Barclays Capital Inc., and RBC Capital Markets, LLC, as joint book-running managers and representatives of the several underwriters named therein. | |
| 5.1 | Opinion of Bradley Arant Boult Cummings LLP. | |
| 8.1 | Opinion of Baker Botts L.L.P. regarding certain tax matters. | |
| 23.1 | Consent of Bradley Arant Boult Cummings LLP (included in Exhibit 5.1) | |
| 23.2 | Consent of Baker Botts L.L.P. (included in Exhibit 8.1). | |
| 104 | Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document. | |
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.
| Dated: October 10, 2024 | DELEK LOGISTICS PARTNERS, LP By: Delek Logistics GP, LLC its general partner | |||||
| /s/ Reuven Spiegel | ||||||
| Name: Reuven Spiegel | ||||||
| Title: Executive Vice President and Chief Financial Officer (Principal Financial Officer) | ||||||