8-KRegulation FDOther EventsExhibits & Filings

Targa Resources Corp. 8-K Report, Regulation FD Disclosure (Nov 3, 2015)

Filed November 3, 2015For Securities:TRGP

Summary

Targa Resources Corp. (TRC) and Targa Resources Partners LP (TRP) announced on November 3, 2015, a significant corporate action: TRC intends to acquire all outstanding common units of TRP not already owned by TRC or its subsidiaries. This will be executed through a merger where a subsidiary of TRC, Spartan Merger Sub LLC, will merge with and into TRP, with TRP continuing as a subsidiary of TRC. This move signifies a simplification of Targa's corporate structure and a move towards full consolidation of the partnership's assets under the corporate entity. Investors should note that this filing is primarily an announcement of the merger agreement and provides details on how to access further information. A joint proxy statement/prospectus will be filed with the SEC, which will contain crucial details about the transaction, its terms, and the expected benefits. Shareholders and unitholders are strongly advised to review these upcoming filings for a comprehensive understanding of the transaction and its implications.

Key Highlights

  • 1Targa Resources Corp. (TRC) to acquire all outstanding common units of Targa Resources Partners LP (TRP).
  • 2The transaction will be structured as a merger whereby TRP becomes a subsidiary of TRC.
  • 3This action aims to simplify Targa's corporate structure and fully consolidate the partnership's assets.
  • 4A joint proxy statement/prospectus will be filed with the SEC containing detailed information about the merger.
  • 5TRC and TRP management will be considered participants in the solicitation of proxies related to the merger.
  • 6The filing includes standard forward-looking statements and disclaimers regarding the forward-looking nature of these statements.
  • 7Information about the merger is being disclosed via a press release furnished as an exhibit.

Frequently Asked Questions

This 8-K filing announces that Targa Resources Corp. (TRC) and Targa Resources Partners LP (TRP) have entered into a merger agreement. TRC will acquire all outstanding common units of TRP, integrating the partnership into the corporate structure.

The transaction will be executed through a merger. A subsidiary of TRC, Spartan Merger Sub LLC, will merge with and into TRP. TRP will survive as a subsidiary of TRC, effectively consolidating the partnership's assets under the corporate entity.

Investors can find more detailed information in the joint proxy statement/prospectus that TRC plans to file with the SEC. This document will contain important information about TRC, TRP, and the proposed transaction. Additionally, investors can access SEC filings and information directly from Targa Resources' Investor Relations department.

TRP unitholders will have their common units acquired by TRC. The specifics of the exchange ratio, terms, and any potential benefits or considerations will be detailed in the upcoming joint proxy statement/prospectus, which unitholders are urged to review carefully.