UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): January 22, 2013 (January 22, 2013)
MEMORIAL PRODUCTION PARTNERS LP
(Exact Name of Registrant as Specified in Charter)
| Delaware | 001-35364 | 90-0726667 | ||
| (State or Other Jurisdiction of Incorporation or Organization) |
(Commission File Number) |
(I.R.S. Employer Identification No.) | ||
| 1301 McKinney, Suite 2100 Houston, Texas |
77010 | |||
| (Address of Principal Executive Offices) | (Zip Code) | |||
Registrant’s telephone number, including area code: (713) 588-8300
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| Item 7.01 | Regulation FD Disclosure. |
Memorial Production Partners LP (the “Partnership”) has posted on its website, as of January 22, 2013, an update to its hedging overview presentation. The updated hedging presentation includes hedging transactions with regards to the years 2013 through 2018. The presentation entitled “Commodity and Interest Rate Hedging Overview,” dated January 22, 2013, may be accessed by going to www.memorialpp.com, selecting Investor Relations, then selecting Events and Presentations.
Information on the Partnership’s website is not incorporated by reference in this Form 8-K or any other Partnership filing. The information in this Current Report on Form 8-K is being “furnished” pursuant to General Instruction B.2 of Form 8-K and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, and is not incorporated by reference into any Partnership filing, whether made before or after the date hereof, regardless of any general incorporation language in such filing.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| MEMORIAL PRODUCTION PARTNERS LP | ||||||
| By: | Memorial Production Partners GP LLC, | |||||
| its general partner | ||||||
| Date: January 22, 2013 | By: | /s/ Kyle N. Roane | ||||
| Kyle N. Roane | ||||||
| General Counsel & Corporate Secretary | ||||||