Delaware | 45-2842469 | |
(State or other jurisdiction of | (I.R.S. Employer | |
incorporation or organization) | Identification Number) |
Large accelerated filer | Accelerated filer | ||
Non-accelerated filer | (Do not check if a smaller reporting company) Smaller reporting company |
Item 16. Exhibits | |
Exhibit | |
1.1*** | Form of Underwriting Agreement. |
3.1 | Certificate of Limited Partnership of Mid-Con Energy Partners, LP (incorporated by reference to Exhibit 3.1 to Mid-Con Energy Partners, LP’s Registration Statement on Form S-1 filed on August 12, 2011 (File No. 333-176265)). |
3.2 | First Amended and Restated Agreement of Limited Partnership of Mid-Con Energy Partners, LP, dated as of December 20, 2011 (incorporated by reference to Exhibit 3.1 to Mid-Con Energy Partners, LP’s current report on Form 8-K filed on December 23, 2011). |
3.3 | First Amendment to First Amended and Restated Agreement of Limited Partnership of Mid-Con Energy Partners, LP, dated August 11, 2016 (incorporated by reference to Exhibit 3.1 to Mid-Con Energy Partners, LP’s current report on Form 8-K filed on August 16, 2016). |
3.4 | Certificate of Formation of Mid-Con Energy GP, LLC (incorporated by reference to Exhibit 3.4 to Mid-Con Energy Partners, LP’s Registration Statement on Form S-1 filed on August 12, 2011 (File No. 333-176265)). |
3.5 | Second Amended and Restated Limited Liability Company Agreement of Mid-Con Energy GP, LLC, dated as of January 24, 2017 (incorporated by reference to Exhibit 3.1 to Mid-Con Energy Partners, LP’s current report on Form 8-K filed on January 25, 2017). |
4.1 | Registration Rights Agreement, dated August 11, 2016, by and among Mid-Con Energy Partners, LP and the Purchasers named therein (incorporated by reference to Exhibit 3.1 to Mid-Con Energy Partners, LP’s current report on Form 8-K filed on August 16, 2016). |
5.1** | Opinion of Andrews Kurth Kenyon LLP as to the legality of the securities being registered |
8.1* | Opinion of Andrews Kurth Kenyon LLP relating to tax matters |
23.1* | Consent of Cowley, Gillespie & Associates, Inc. |
23.2** | Consent of Grant Thornton LLP |
23.3** | Consent of Andrews Kurth Kenyon LLP (included in Exhibit 5.1) |
24.1* | Powers of Attorney |
*** | To be filed by amendment or incorporated by reference in connection with the offering of a particular class or series of securities. |
SIGNATURES | ||||
Pursuant to the requirements of the Securities Act of 1933, the registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Tulsa, State of Oklahoma. | ||||
Date: February 14, 2017 | ||||
MID-CON ENERGY PARTNERS, LP | ||||
By: Mid-Con Energy GP, LLC its general partner | ||||
By: | /s/ Charles L. McLawhorn, III | |||
Charles L. McLawhorn, III | ||||
Vice President, General Counsel & Secretary | ||||
Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed below by the following persons in the capacities and on the dates presented. |
Signature | Title | Date |
* | Executive Chairman of the Board of Directors | February 14, 2017 |
Charles R. Olmstead | ||
* | President, Chief Executive Officer and Director (Principal Executive Officer) | February 14, 2017 |
Jeffrey R. Olmstead | ||
* | Vice President and Chief Financial Officer (Principal Financial Officer) | February 14, 2017 |
Matthew R. Lewis | ||
* | Chief Accounting Officer (Principal Accounting Officer) | February 14, 2017 |
Sherry L. Morgan | ||
* | Director | February 14, 2017 |
Peter A. Leidel | ||
* | Director | February 14, 2017 |
Cameron O. Smith | ||
* | Director | February 14, 2017 |
Peter Adamson III | ||
* | Director | February 14, 2017 |
C. Fred Ball Jr. | ||
/s/ Wilkie Colyer | Director | February 14, 2017 |
Wilkie Colyer |
Exhibit | |
1.1*** | Form of Underwriting Agreement. |
3.1 | Certificate of Limited Partnership of Mid-Con Energy Partners, LP (incorporated by reference to Exhibit 3.1 to Mid-Con Energy Partners, LP’s Registration Statement on Form S-1 filed on August 12, 2011 (File No. 333-176265)). |
3.2 | First Amended and Restated Agreement of Limited Partnership of Mid-Con Energy Partners, LP, dated as of December 20, 2011 (incorporated by reference to Exhibit 3.1 to Mid-Con Energy Partners, LP’s current report on Form 8-K filed on December 23, 2011). |
3.3 | First Amendment to First Amended and Restated Agreement of Limited Partnership of Mid-Con Energy Partners, LP, dated August 11, 2016 (incorporated by reference to Exhibit 3.1 to Mid-Con Energy Partners, LP’s current report on Form 8-K filed on August 16, 2016). |
3.4 | Certificate of Formation of Mid-Con Energy GP, LLC (incorporated by reference to Exhibit 3.4 to Mid-Con Energy Partners, LP’s Registration Statement on Form S-1 filed on August 12, 2011 (File No. 333-176265)). |
3.5 | Second Amended and Restated Limited Liability Company Agreement of Mid-Con Energy GP, LLC, dated as of January 24, 2017 (incorporated by reference to Exhibit 3.1 to Mid-Con Energy Partners, LP’s current report on Form 8-K filed on January 25, 2017). |
4.1 | Registration Rights Agreement, dated August 11, 2016, by and among Mid-Con Energy Partners, LP and the Purchasers named therein (incorporated by reference to Exhibit 3.1 to Mid-Con Energy Partners, LP’s current report on Form 8-K filed on August 16, 2016). |
5.1** | Opinion of Andrews Kurth Kenyon LLP as to the legality of the securities being registered |
8.1* | Opinion of Andrews Kurth Kenyon LLP relating to tax matters |
23.1* | Consent of Cowley, Gillespie & Associates, Inc. |
23.2** | Consent of Grant Thornton LLP |
23.3** | Consent of Andrews Kurth Kenyon LLP (included in Exhibit 5.1) |
24.1* | Powers of Attorney |
Exhibit |