Business Context and Reporting Period
This Form 6-K filing by KNOT Offshore Partners LP covers the month of June 2015, with the report signed on June 2, 2015. The registrant is a foreign private issuer based in Aberdeen, United Kingdom, and files annual reports on Form 20-F. The filing primarily serves to incorporate by reference an Underwriting Agreement and related exhibits into a pending Registration Statement on Form F-3.
Key Financial Metrics
The filing text does not provide specific financial data such as revenue, profit, cash flow, margins, debt, or liquidity metrics. This report is a procedural filing to disclose corporate agreements and legal opinions rather than a financial results report.
Material Changes and Corporate Actions
- Underwriting Agreement: Entered into an Underwriting Agreement dated May 28, 2015, with Barclays Capital Inc., Merrill Lynch, Pierce, Fenner & Smith Incorporated, and Citigroup Global Markets Inc. as representatives.
- Administrative Services: Executed Amendment No. 1 dated May 7, 2015, to the Administrative Services Agreement originally dated February 26, 2013.
- Executive Employment: Signed an Employment Agreement dated May 7, 2015, with Mr. John Costain.
- Asset Acquisition: Entered into a Share Purchase Agreement dated May 27, 2015, between Knutsen NYK Offshore Tankers AS and KNOT Shuttle Tankers AS.
Guidance, Risks, and Unusual Items
The filing does not contain management commentary, financial guidance, or specific risk factors. It includes legal opinions regarding the validity of securities and tax matters in the U.S., Marshall Islands, and Norway. The primary unusual item is the execution of multiple significant corporate agreements within a short timeframe in May 2015, culminating in the underwriting agreement.
Investor Verification Checklist
- Verify the terms and size of the offering detailed in the Underwriting Agreement (Exhibit 1.1) and the associated Press Release (Exhibit 99.1).
- Review the Share Purchase Agreement (Exhibit 4.3) to understand the scope of the acquisition involving KNOT Shuttle Tankers AS.
- Confirm the implications of the Amendment to the Administrative Services Agreement on ongoing operational costs.
- Check the status of the Registration Statement on Form F-3 (No. 333-195976) into which this report is incorporated.