Business Context and Reporting Period
This Form 8-K is a current report filed by MPLX LP on May 2, 2016. The filing addresses a specific corporate event: the acquisition of Hardin Street Marine LLC ("HSM") on March 31, 2016. HSM owns and operates towboats, barges, and chartered equipment for transporting hydrocarbon products to and from refineries and terminals owned by Marathon Petroleum Corporation ("MPC").
Key Financial Metrics
This filing does not contain new financial performance data such as revenue, profit, cash flow, or debt levels for the current period. Instead, it serves to recast historical financial information from the Annual Report on Form 10-K for the year ended December 31, 2015, to reflect the HSM acquisition as if it had occurred at the beginning of the periods presented.
Material Changes Versus Prior Period
The primary material change is the retroactive adjustment of the 2015 Annual Report. The filing updates the following sections of the previously filed 10-K to include HSM's operations for all periods presented:
- Part II, Item 6. Selected Financial Data.
- Part II, Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations.
- Part II, Item 8. Financial Statements and Supplementary Data.
Disclosures in the 2015 Annual Report not affected by this acquisition remain unchanged. This report does not reflect events occurring after the filing of the 2015 Annual Report.
Guidance, Outlook, and Risks
The filing contains no new management guidance, outlook, or risk disclosures specific to the current date. It explicitly states that no attempt has been made to modify or update disclosures in the Previously Filed Annual Report except for the items noted above regarding the HSM acquisition. Investors are directed to read this report in conjunction with the 2015 Annual Report.
Investor Verification Checklist
- Verify the updated financial statements in Exhibit 99.1 to see the impact of the HSM acquisition on historical 2015 data.
- Confirm that the acquisition of HSM was completed on March 31, 2016, pursuant to the Membership Interests Contribution Agreement dated March 14, 2016.
- Review the "Previously Filed Annual Report" (Form 10-K filed February 26, 2016) for any disclosures not updated by this 8-K.
- Note that this filing does not provide financial results for the period between the 2015 year-end and May 2, 2016.