8-KOther EventsExhibits & Filings

MPLX LP 8-K Report, Corporate Update (Sep 4, 2019)

Filed September 4, 2019For Securities:MPLXMPLXP

Summary

MPLX LP (MPLX) filed an 8-K on September 4, 2019, to incorporate historical and pro forma financial information related to its acquisition of Andeavor Logistics LP (ANDX), which was completed on July 30, 2019. This filing is primarily for registration purposes, enabling the inclusion of ANDX's financial statements and pro forma combined financial statements into MPLX's S-3 and S-8 registration statements. Investors seeking to understand the combined entity's financial position and performance post-acquisition should review the incorporated financial statements. These documents provide detailed historical financial data for ANDX and pro forma figures reflecting the combined operations as of and for the periods leading up to March 31, 2019, and the fiscal year ended December 31, 2018. The filing also references ANDX's audited financial statements for the fiscal years ended December 31, 2018, 2017, and 2016, and unaudited interim financial statements for the periods ending June 30, 2019 and 2018.

Key Highlights

  • 1MPLX LP completed the acquisition of Andeavor Logistics LP (ANDX) on July 30, 2019.
  • 2This 8-K filing serves to incorporate by reference historical financial statements of ANDX and pro forma combined financial statements into MPLX's registration statements.
  • 3The filing includes reference to unaudited pro forma condensed combined financial statements as of March 31, 2019, and for the fiscal year ended December 31, 2018.
  • 4Historical financial statements for ANDX, including consolidated statements of operations, partners' equity, and cash flows for fiscal years 2018, 2017, and 2016, are incorporated by reference.
  • 5Balance sheets for ANDX as of December 31, 2018 and 2017 are also incorporated.
  • 6Unaudited condensed financial statements for ANDX for the three and six months ended June 30, 2019 and 2018 are included.
  • 7The filing also incorporates ANDX's internal control over financial reporting attestation report.

Frequently Asked Questions

The primary purpose of this 8-K filing is to incorporate by reference historical financial statements of Andeavor Logistics LP (ANDX) and pro forma combined financial statements into MPLX's registration statements on Form S-3 and Form S-8. This is a procedural step following the completion of the ANDX acquisition on July 30, 2019.

The filing makes available (by incorporation by reference) unaudited pro forma condensed combined financial statements as of March 31, 2019, and for the year ended December 31, 2018, and the three months ended March 31, 2019. It also incorporates ANDX's audited historical financial statements for fiscal years 2018, 2017, and 2016, and unaudited interim financial statements for periods ending June 30, 2019, and 2018.

The detailed financial statements of ANDX are incorporated by reference to prior SEC filings by ANDX, specifically its Form 10-K for the fiscal year ended December 31, 2018 (SEC File No. 001-35143) and its Form 10-Q for the quarterly period ended June 30, 2019 (SEC File No. 001-35143). The pro forma statements are referenced to MPLX's June 28, 2019 filing (SEC File No. 333-231798).

No, this 8-K filing does not contain new operational updates or original financial results for MPLX LP. Its purpose is solely to provide the necessary documentation for the acquisition of ANDX by incorporating previously filed financial information.