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): April 3, 2008
MARTIN MIDSTREAM PARTNERS L.P.
(Exact name of Registrant as specified in its charter)
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| DELAWARE
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000-50056
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05-0527861 |
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(State of incorporation
or organization)
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(Commission file
number)
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(I.R.S. employer
identification number) |
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4200 STONE ROAD
KILGORE, TEXAS
(Address of principal executive offices)
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75662
(Zip code) |
Registrant’s telephone number, including area code: (903) 983-6200
(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 (see General Instruction
A.2. below):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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| Item 5.03. |
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Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. |
On
April 3, 2008, Martin Midstream GP LLC (the “General
Partner”), the general partner of Martin Midstream Partners L.P.
(the “Partnership”),
executed Amendment No. 2 to First Amended and Restated Agreement of Limited Partnership of the
Partnership (the “Amendment”), to be effective as of January 1, 2007. The Amendment is intended to
simplify the preparation by the Partnership of annual federal income tax information reports to its
unitholders on Schedule K-1 and modifies the income and loss allocations (including allocations
relating to incentive distribution rights) made between the General
Partner and the Partnership’s unitholders after a
follow-on offering of Partnership units. The Amendment is not expected to materially change the
amount of net taxable income or loss allocated to the Partnership’s unitholders or the economic
rights of the Partnership’s unitholders as compared to the allocations or economic rights of the
General Partner. A copy of the Amendment is filed as an exhibit to this Current Report and is
incorporated into this Item 5.03 by reference.
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| Item 9.01. |
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Financial Statements and Exhibits. |
(d) Exhibits.
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| EXHIBIT |
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| NUMBER |
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DESCRIPTION |
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3.1
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—
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Amendment No. 2 to First Amended and
Restated Agreement of Limited Partnership of
Martin Midstream Partners L.P., effective as
of January 1, 2007. |
2