8-KOther EventsExhibits & Filings

ONEOK INC /NEW/ 8-K Report, Corporate Update (Jul 6, 2017)

Filed July 6, 2017For Securities:OKE

Summary

ONEOK Inc. (OKE) filed a Form 8-K on July 6, 2017, to update its 2016 Annual Report on Form 10-K. This update primarily concerns the financial statements following the completion of its acquisition of outstanding common units of ONEOK Partners, L.P. (ONEOK Partners) on June 30, 2017. As a result of this acquisition and related guarantees issued for the indebtedness of ONEOK and ONEOK Partners, ONEOK Inc. is now subject to Rule 3-10 of Regulation S-X, which requires financial statements for guarantors and issuers of guaranteed securities. The core of this filing is the addition of "Note U - Supplemental Condensed Consolidating Financial Information" to the audited financial statements. This note provides detailed financial information for ONEOK Inc., ONEOK Partners, and related entities, distinguishing between guarantors and non-guarantors. Investors should note that this 8-K filing does not alter any other information previously reported in the 2016 Form 10-K; it is solely for the purpose of including this specific supplemental financial disclosure.

Key Highlights

  • 1ONEOK Inc. completed the acquisition of the remaining outstanding common units of ONEOK Partners, L.P. on June 30, 2017.
  • 2In connection with the acquisition, ONEOK Inc. and ONEOK Partners issued guarantees for their respective indebtedness.
  • 3This filing updates ONEOK's 2016 Form 10-K to include supplemental condensed consolidating financial information (Note U) as required by SEC Rule 3-10 of Regulation S-X.
  • 4The supplemental financial information provides details on subsidiary issuers, guarantors, and non-guarantors.
  • 5This 8-K filing exclusively adds the new financial footnote and does not modify any other disclosures from the prior 2016 Form 10-K.
  • 6Investors should review this filing in conjunction with a related 8-K filed the same day regarding quarterly condensed consolidating financial information.

Frequently Asked Questions

This Form 8-K is filed to update ONEOK's 2016 Annual Report on Form 10-K with supplemental condensed consolidating financial information. This disclosure is required by SEC Rule 3-10 of Regulation S-X due to ONEOK Inc. issuing guarantees for its and ONEOK Partners' indebtedness following the acquisition of ONEOK Partners.

No, this filing specifically updates the 2016 Form 10-K solely to include an additional footnote (Note U) with supplemental condensed consolidating financial information. All other financial data and disclosures from the original 2016 Form 10-K remain unchanged.

The guarantees mean that ONEOK Inc. has become legally responsible for the debt obligations of both itself and ONEOK Partners. This is a common requirement when an acquiring entity fully consolidates a subsidiary and its debt structure, triggering specific SEC disclosure rules regarding guarantor financial statements.

The updated audited financial statements, including the new footnote, are filed as Exhibit 99.1 to this Form 8-K and are incorporated by reference. Investors should also consult the related 8-K filed on the same day for quarterly condensed consolidating financial information.