Item 2.01. Completion of Acquisition or Disposition of Assets.
On
The description of the Merger Agreement and the Merger in the Introductory Note is incorporated by reference into this Item 2.01.
Such description and information do not purport to be complete and are qualified in their entirety by reference to the Merger Agreement, which is incorporated by reference to this Current Report on Form 8-K as Exhibit 2.1 and is incorporated by reference into this Item 2.01.
Item 7.01. Regulation FD Disclosure.
On
In accordance with General Instruction B.2 of Form 8-K, the information in this Item 7.01, including Exhibit 99.1, shall not be deemed "filed" for the purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section, nor shall such information, including Exhibit 99.1, be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
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Item 9.01. Financial Statements and Exhibits.
(d) Exhibits. Exhibit No. Description 2.1* Agreement and Plan of Merger, datedJuly 27, 2022 , by and amongPBF Energy Inc. ,PBF Energy Company LLC ,PBFX Holdings Inc. ,Riverlands Merger Sub LLC ,PBF Logistics LP andPBF Logistics GP LLC (incorporated by reference herein to Exhibit 2.1 to the Current Report on Form 8-K (File No. 001-36446) filed onJuly 28, 2022 ). 99.1 Joint Press Release, datedNovember 30, 2022 . 104 Cover Page Interactive Data File (formatted as Inline XBRL). * Certain schedules have been omitted pursuant to Item 601(b)(2) ofRegulation S-K. PBF Energy Inc. agrees to furnish supplementally a copy of any such omitted schedule to theSecurities and Exchange Commission upon request.
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