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): June 27, 2007
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
Number)
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(I.R.S. Employer
Identification No.) |
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2501 CEDAR SPRINGS
DALLAS, TEXAS
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75201 |
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| (Address of Principal Executive Offices)
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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 (see General Instruction
A.2. below):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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 Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
(e) On June 27, 2007, the Compensation Committee of the Board of Directors of Crosstex Energy
GP, LLC, the general partner of the general partner of Crosstex Energy, L.P. (the “Partnership”),
approved the grant of restricted common units representing limited partner interests in the
Partnership to be made, effective as of January 1, 2010, to certain of the Partnership’s named
executive officers (as set forth in the Partnership’s Annual Report on Form 10-K for the fiscal
year ended December 31, 2006) in the respective target amounts set forth below, subject to the
terms, conditions and restrictions contained in the Crosstex Energy GP, LLC Long Term Incentive
Plan and the applicable performance unit agreement.
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| Executive Officer |
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Target Number of Units |
Barry E. Davis |
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16,081 |
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Robert S. Purgason |
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7,773 |
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Jack M. Lafield |
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7,773 |
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William W. Davis |
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7,773 |
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To be eligible to receive the restricted units, the named executive officer must continuously
be employed by the Partnership or one of its affiliates from July 2, 2007 through January 1, 2010,
and no units will be credited to an award recipient until January 1, 2010. The target number of
restricted units reflected above will be increased (up to a maximum of 200% of the target number of
units) or decreased (to a minimum of 30% of the target number of units) based on the Partnership’s
average growth rate (defined as the percentage increase or decrease in distributable cash flow per
unit of the Partnership) compared to the Partnership’s target growth rate established in the
applicable performance unit agreement. Generally, the restricted units will vest and become
unrestricted as of March 1, 2010 if the executive officer remains an employee of the Partnership or
one of its affiliates through such date.
The foregoing summary is qualified in its entirety by, and should be read in conjunction with,
the full text of the form of the performance unit agreement relating to these grants (the
“Performance Unit Agreement”), which is attached as Exhibit 10.1 to this Current Report on Form 8-K
and is incorporated herein 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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10.1
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Form of Performance Unit Agreement. |
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