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): December 8, 2005
CROSSTEX ENERGY, L.P.
(Exact name of registrant as specified in its charter)
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| DELAWARE
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000-50067
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16-1616605 |
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(State or other
jurisdiction of
incorporation or
organization)
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(Commission File
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(I.R.S. Employer
Identification No.) |
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2501 CEDAR SPRINGS, SUITE 100
DALLAS, TEXAS
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75201 |
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(Zip Code) |
Registrant’s telephone number, including area code: (214) 953-9500
____________________
(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:
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o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b)) |
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o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c)) |
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Item 5.02.
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Departure of Directors or Principal Officers; Election of Directors;
Appointment of Principal Officers. |
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(d)
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Appointment of Directors |
On December 8, 2005, the Board of Directors (the “Board of Directors”) of Crosstex Energy GP,
LLC, the general partner of Crosstex Energy GP, L.P., the general partner of Crosstex Energy, L.P.
(the “Partnership”), increased the size of the Board of Directors to nine members and elected James
C. Crain as a member of the Board of Directors. In addition, the Board of Directors elected Cecil
E. Martin Jr. as a member of the Board of Directors effective as of January 1, 2006. Mr. Crain has
been appointed to serve as a member of the Conflicts Committee of the Board of Directors. Mr.
Martin has been appointed as a member of the Audit Committee of the Board of Directors.
There is no arrangement or understanding between Mr. Crain and any other person pursuant to
which Mr. Crain was elected as a director of the Company. There are no transactions in which Mr.
Crain has an interest requiring disclosure under Item 404(a) of Regulation S-K.
There is no arrangement or understanding between Mr. Martin and any other person pursuant to
which Mr. Martin was elected as a director of the Company. There are no transactions in which Mr.
Martin has an interest requiring disclosure under Item 404(a) of Regulation S-K.
Item 7.01. Regulation FD Disclosure.
On December 13, 2005, the Partnership issued a press release announcing the election of James
C. Crain to the Board of Directors of Crosstex Energy GP, LLC, effective as of December 8, 2005,
and the appointment of Cecil E. Martin Jr. to the Board of Directors of Crosstex Energy GP, LLC,
effective as of January 1, 2006. In accordance with General Instruction B.2 of Form 8-K, the
information set forth in this Item 7.01 and in the attached exhibit are deemed to be furnished and
shall not be deemed to be “filed” for purposes of the Securities Exchange Act of 1934, as amended
(the “Exchange Act”).
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
In accordance with General Instruction B.2 of Form 8-K, the information set forth in the
attached exhibit are deemed to be furnished and shall not be deemed to be “filed” for purposes of
the Exchange Act.
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| EXHIBIT NUMBER |
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DESCRIPTION |
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99.1
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Press release dated December 13, 2005. |
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