8-K/AExhibits & Filings

Targa Resources Corp. 8-K/A Report, Exhibit Filing (May 23, 2016)

Filed May 23, 2016For Securities:TRGP

Summary

This Form 8-K/A filing by Targa Resources Corp. (TRGP) amends a previous filing and primarily provides updated pro forma financial information. Specifically, it includes the unaudited pro forma condensed combined statement of operations for the three months ended March 31, 2016. This information reflects the impact of the merger transactions contemplated by the Agreement and Plan of Merger dated November 2, 2015, as if they had occurred on January 1, 2015. Investors should note that this filing is an amendment to provide necessary financial disclosures following the completion of the merger, where Targa Resources Corp. indirectly acquired all outstanding common units of Targa Resources Partners LP that it did not already own. While the original 8-K reported the closing of the merger on February 17, 2016, this amendment addresses the requirement to present pro forma financial statements for the most recent interim period.

Key Highlights

  • 1Targa Resources Corp. (TRGP) filed an 8-K/A amendment on May 23, 2016.
  • 2The primary purpose of the filing is to provide unaudited pro forma condensed combined statement of operations for the three months ended March 31, 2016.
  • 3These pro forma statements reflect the impact of the merger transactions (closing February 17, 2016) as if they occurred on January 1, 2015.
  • 4This amendment follows a prior 8-K/A filed on May 2, 2016, which provided pro forma financial statements for the year ended December 31, 2015.
  • 5The merger effectively consolidated Targa Resources Partners LP under Targa Resources Corp.
  • 6The company will continue to include the Partnership in its consolidated financial statements.

Frequently Asked Questions

The main purpose of this filing is to provide investors with the unaudited pro forma condensed combined statement of operations for Targa Resources Corp. for the three months ended March 31, 2016. This gives a clearer picture of the company's financial performance as if the significant merger transactions had already occurred at the beginning of the reporting period.

The filing refers to the merger transactions contemplated by the Agreement and Plan of Merger dated November 2, 2015. This transaction resulted in Targa Resources Corp. indirectly acquiring all of the outstanding common units of Targa Resources Partners LP that it and its subsidiaries did not already own, with the Partnership continuing as a subsidiary of Targa Resources Corp.

Companies are required to provide pro forma financial information in certain SEC filings when significant business combinations or other transactions occur. This amendment is necessary to fulfill the SEC's requirements to present the combined financial results of Targa Resources Corp. and Targa Resources Partners LP, as if the merger had been in effect for the specified periods, which was not fully completed or disclosed with all required financial statements in the original filing.

No, this filing does not change Targa Resources' historical financial results. The pro forma financial statements are hypothetical presentations designed to show what the combined company's results might have looked like if the merger had occurred earlier. The company's actual historical financial statements remain as previously reported.