お知らせ • Nov 02
Sprague Resources LP Intends to File A Certification on Form 15 In connection with the completion of the transactions contemplated by that certain Agreement and Plan of Merger, dated as of June 2, 2022 (Original Merger Agreement and, as amended by Amendment No. 1 to the Agreement and Plan of Merger, dated as of August 31, 2022, the Merger Agreement), by and among Sprague Resources, LP, a Delaware limited partnership (Partnership), Sprague Resources GP LLC, a Delaware limited liability company and the general partner of the Partnership (General Partner), Sparrow HP Holdings, LLC (Parent), a Delaware limited liability company and wholly owned subsidiary of Hartree Partners, LP, and Sparrow HP Merger Sub, LLC, a Delaware limited liability company and wholly owned subsidiary of Parent (Merger Sub). On November 1, 2022, Merger Sub merged with and into the Partnership, with the Partnership surviving as a direct wholly owned subsidiary of Parent and the General Partner (Merger). In connection with the closing of the Merger, the Partnership (i) notified the New York Stock Exchange (the “NYSE”) that the Certificate of Merger relating to the Merger had been filed with the Secretary of State of the State of Delaware and effective as of the Effective Time and (ii) requested that the NYSE file a Notification of Removal from Listing and/or Registration on Form 25 with the SEC to delist and deregister the Common Units under Section 12(b) of the Securities Exchange Act of 1934, as amended (the “ Exchange Act”). The trading of Common Units was suspended before the opening of trading on November 1, 2022. Additionally, the Partnership intends to file a certification on Form 15 (the “Form 15”) under the Exchange Act with the SEC requesting the suspension of the Partnership’s reporting obligations under Sections 13(a) and 15(d) of the Exchange Act. お知らせ • Jan 12
Hartree Partners Submits a Proposal to Acquire Sprague Resources On January 11, 2022, Hartree Partners GP, LLC submitted a proposal to the Board of Directors of Sprague Resources GP LLC to acquire all of the Company’s outstanding common units not already beneficially owned by Hartree Partners in exchange for $16.50 in cash per common unit. お知らせ • May 29
Hartree Partners, LP completed the acquisition of a 61.6% stake in Sprague Resources LP (NYSE:SRLP) from Sprague Resources Holdings LLC. Hartree Partners, LP entered into an agreement to acquire a 61.6% stake in Sprague Resources LP (NYSE:SRLP) from Sprague Resources Holdings LLC for $290 million on April 20, 2020. As part of transaction Hartree Partners will acquire 16,058,484 common units of Sprague Resources LP, 100% of the outstanding membership interests of Sprague Resources GP LLC and 100% of the incentive distribution rights of the Sprague Resources LP. As part of the transaction, the aggregate consideration to be paid be $290 million consisting of $264 million attributable to common units, at a price of $16.50 per common unit and $25 million attributable to the membership interest and the incentive distribution rights, collectively. The Sprague Resources will receive $12.5 million in cash as buy sell termination fee if Hartree Partners elects to terminate the transaction. The transaction is expected to close on or before June 15, 2021. David Oelman, Lande Spottswood and John Grand of Vinson & Elkins L.L.P. is acting as legal advisor to Hartree Partners in the transaction. Michael Rosenwasser and Michael Swidler of Baker Botts L.L.P. is acting as legal advisor to Axel Johnson, parent company of Sprague Resources Holdings in the transaction. Intrepid Partners, LLC is acting as exclusive financial advisor to Axel Johnson.
Hartree Partners, LP completed the acquisition of a 61.6% stake in Sprague Resources LP (NYSE:SRLP) from Sprague Resources Holdings LLC on May 28, 2021. お知らせ • Mar 06
Sprague Resources Non-Compliant with Section 303A.07(A) of the NYSE Listed Company Manual On February 26, 2021, Ben J. Hennelly resigned his membership in the audit committee and the conflicts committee of the Board of Directors (the “Board”) of the general partner of Sprague Resources LP (the “Partnership”) because he no longer qualifies as independent under the New York Stock Exchange (“NYSE”) listing standards. Mr. Hennelly will remain a director of the Board. Mr. Hennelly’s resignation from the audit committee of the Board leaves the Board’s audit committee with only two directors, each of whom are independent under the NYSE listing standards. In response to the Partnership's prior notice and a written affirmation filed on March 1, 2021 disclosing the Partnership's non-compliance with Section 303A.07(a) of the NYSE Listed Company Manual requiring audit committees to be comprised of at least three independent directors, the NYSE notified the Partnership on March 3, 2021 that it was deficient in meeting the Section 303A.07(a) requirement for three independent members on an audit committee. The Partnership is undertaking a search for a new independent director and expects to announce a replacement as soon as reasonably practicable. Upon appointing a new member of the audit committee that meets the independence requirements of Section 10A-3 of, and Rule 10A-3 under, the Securities Exchange Act of 1934, as amended, and Section 303A.02 of the NYSE Listed Company Manual, the Partnership will regain compliance with the applicable NYSE listing standard. お知らせ • Mar 04
Sprague Resources LP Announces Resignation of Ben J. Hennelly as Member of the Audit Committee and the Conflicts Committee Sprague Resources LP announced resignation of Ben J. Hennelly from his membership in the audit committee and the conflicts committee of the Board of Directors of the general partner of Sprague Resources LP because he no longer qualifies as independent under the New York Stock Exchange listing standards. Mr. Hennelly will remain a director of the Board. The Partnership is undertaking a search for a new independent director and expects to announce a replacement as soon as reasonably practicable. Is New 90 Day High Low • Feb 17
New 90-day high: US$22.70 The company is up 34% from its price of US$16.99 on 18 November 2020. The American market is up 10.0% over the last 90 days, indicating the company outperformed over that time. It also outperformed the Oil and Gas industry, which is up 26% over the same period. Is New 90 Day High Low • Jan 30
New 90-day high: US$21.91 The company is up 36% from its price of US$16.10 on 30 October 2020. The American market is up 19% over the last 90 days, indicating the company outperformed over that time. However, it underperformed the Oil and Gas industry, which is up 41% over the same period. お知らせ • Jan 23
Sprague Resources LP to Report Q4, 2020 Results on Mar 04, 2021 Sprague Resources LP announced that they will report Q4, 2020 results Pre-Market on Mar 04, 2021 Is New 90 Day High Low • Jan 04
New 90-day high: US$19.99 The company is up 28% from its price of US$15.62 on 06 October 2020. The American market is up 13% over the last 90 days, indicating the company outperformed over that time. It also outperformed the Oil and Gas industry, which is up 23% over the same period. Is New 90 Day High Low • Dec 10
New 90-day high: US$18.95 The company is up 26% from its price of US$15.08 on 10 September 2020. The American market is up 12% over the last 90 days, indicating the company outperformed over that time. It also outperformed the Oil and Gas industry, which is up 19% over the same period. Recent Insider Transactions • Nov 26
Board Member recently sold US$69k worth of stock On the 24th of November, Ben Hennelly sold around 4k shares on-market at roughly US$17.88 per share. This was the largest sale by an insider in the last 3 months. Insiders have been net sellers, collectively disposing of US$122k more than they bought in the last 12 months. Is New 90 Day High Low • Nov 18
New 90-day high: US$16.99 The company is up 9.0% from its price of US$15.62 on 19 August 2020. The American market is up 8.0% over the last 90 days, indicating the company outperformed over that time. It also outperformed the Oil and Gas industry, which is down 3.0% over the same period. Reported Earnings • Nov 11
Third quarter 2020 earnings released: EPS US$0.33 The company reported a decent third quarter result with improved earnings and profit margins, although revenues were weaker. Third quarter 2020 results: Revenue: US$390.5m (down 33% from 3Q 2019). Net income: US$7.60m (up US$17.3m from 3Q 2019). Profit margin: 1.9% (up from net loss in 3Q 2019). The move to profitability was driven by lower expenses. Over the last 3 years on average, earnings per share has fallen by 3% per year but the company’s share price has fallen by 14% per year, which means it is performing significantly worse than earnings. Analyst Estimate Surprise Post Earnings • Nov 11
Revenue and earnings beat expectations Revenue exceeded analyst estimates by 19%. Earnings per share (EPS) also surpassed analyst estimates. Over the next year, revenue is expected to shrink by 18% compared to a 8.4% growth forecast for the Oil and Gas industry in the US. Reported Earnings • Nov 07
Third quarter 2020 earnings released: EPS US$0.42 The company reported a decent third quarter result with improved earnings and profit margins, although revenues were weaker. Third quarter 2020 results: Revenue: US$390.5m (down 33% from 3Q 2019). Net income: US$9.67m (up US$19.4m from 3Q 2019). Profit margin: 2.5% (up from net loss in 3Q 2019). The move to profitability was driven by lower expenses. Over the last 3 years on average, earnings per share has fallen by 2% per year but the company’s share price has fallen by 14% per year, which means it is performing significantly worse than earnings. Analyst Estimate Surprise Post Earnings • Nov 07
Revenue and earnings beat expectations Revenue exceeded analyst estimates by 19%. Earnings per share (EPS) also surpassed analyst estimates. Over the next year, revenue is expected to shrink by 28% compared to a 8.5% growth forecast for the Oil and Gas industry in the US. お知らせ • Oct 28
Sprague Resources LP to Report Q3, 2020 Results on Nov 05, 2020 Sprague Resources LP announced that they will report Q3, 2020 results on Nov 05, 2020 お知らせ • Jul 25
Sprague Resources LP to Report Q2, 2020 Results on Aug 06, 2020 Sprague Resources LP announced that they will report Q2, 2020 results on Aug 06, 2020