Document


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): August 4, 2016

STEEL PARTNERS HOLDINGS L.P.
(Exact name of registrant as specified in its charter)
 
 
 
Delaware
001-35493
13-3727655
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
 
 
 
590 Madison Avenue, 32nd Floor, New York, New York
10022
(Address of principal executive offices)
(Zip Code)

Registrant's telephone number, including area code: (212) 520-2300

N/A
(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))





Item 2.02 Results of Operations and Financial Condition.

On August 4, 2016, Steel Partners Holdings L.P., a Delaware corporation (the "Company"), issued a press release regarding its financial results for the quarter and six months ended June 30, 2016. The full text of the press release is attached hereto as Exhibit 99.1.

The information in this Current Report, including the exhibit attached hereto, is being furnished and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of such section. The information in this Current Report, including the exhibit, shall not be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any incorporation by reference language in any such filing, unless the Company expressly sets forth in such future filing that such information is to be considered "filed" or incorporated by reference therein.

Item 9.01 Financial Statements and Exhibits

(d)           Exhibits

Exhibit No.
Exhibits
99.1
Press Release issued August 4, 2016.





Pursuant to the requirements of the Exchange Act, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

August 4, 2016
STEEL PARTNERS HOLDINGS L.P.
 
 
 
By:
Steel Partners Holdings GP Inc.
 
 
Its General Partner
 
 
 
 
 
 
By:
/s/ Douglas B. Woodworth
 
 
Douglas B. Woodworth
 
 
Chief Financial Officer






Exhibits


Exhibit No.
Exhibits
99.1
Press Release issued August 4, 2016.



Exhibit


EXHIBIT 99.1

PRESS RELEASE
Source: Steel Partners Holdings L.P.


Steel Partners Holdings L.P. Reports Second Quarter 2016 Financial Results

NEW YORK, August 4, 2016 -- Steel Partners Holdings L.P. (NYSE: SPLP) ("SPLP" or the "Company"), a global diversified holding company, today announced operating results for the quarter and six months ended June 30, 2016. They are summarized in the following paragraphs. For a full discussion of the operating results, please read the Company's Form 10-Q, which can be found at www.steelpartners.com.

SPLP reported revenues of $281.6 million for the quarter, as compared to $251.7 million for the same period of 2015. Income before taxes and equity method investments was $14.4 million in the second quarter of 2016, as compared to $14.2 million in the same period of 2015. Net income attributable to the Company's common unitholders for the second quarter of 2016 was $9.2 million, or $0.35 per diluted common unit, as compared to $10.6 million, or $0.38 per diluted common unit, for the same period in 2015.

For the six months ended June 30, 2016, revenues were $528.8 million, as compared to $466.2 million for the same period of 2015. Income before taxes and equity method investments was $25.9 million in the first six months of 2016, as compared to $31.5 million in the same period of 2015. Net income attributable to the Company's common unitholders for the first six months of 2016 was $11.2 million, or $0.42 per diluted common unit, as compared to $89.0 million, or $3.20 per diluted common unit, for the same period in 2015.

Financial Summary ($000s)
 
Three Months Ended June 30,
 
Six Months Ended June 30,
 
2016
 
2015
 
2016
 
2015
Revenue
$
281,568

 
$
251,654

 
$
528,822

 
$
466,235

Costs and Expenses
267,141

 
237,455

 
502,878

 
434,770

Income before taxes and equity method investments
14,427

 
14,199

 
25,944

 
31,465

Income tax provision
6,288

 
3,660

 
10,023

 
11,580

Income (loss) of associated companies, net of taxes
1,710

 
(820
)
 
(3,261
)
 
3,829

(Loss) income from other investments - related party

 
(38
)
 

 
361

Income (loss) from investments held at fair value
10

 
(527
)
 
(457
)
 
3,886

Net income from continuing operations
9,859

 
9,154

 
12,203

 
27,961

Net (loss) income from discontinued operations

 
(148
)
 

 
86,823

Net income
9,859

 
9,006

 
12,203

 
114,784

Net (income) loss attributable to noncontrolling interests
(650
)
 
1,573

 
(1,032
)
 
(25,774
)
Net income attributable to common unitholders
$
9,209

 
$
10,579

 
$
11,171

 
$
89,010

 
 
 
 
 
 
 
 
Net income per common unit - basic
$
0.35

 
$
0.39

 
$
0.42

 
$
3.22

Net income per common unit - diluted
$
0.35

 
$
0.38

 
$
0.42

 
$
3.20






Segment Results ($000s)
 
Three Months Ended June 30,
 
Six Months Ended June 30,
 
2016
 
2015
 
2016
 
2015
Revenue:
 
 
 
 
 
 
 
Diversified industrial
$
241,472

 
$
193,271

 
$
448,072

 
$
331,253

Energy
21,715

 
35,610

 
41,714

 
74,495

Financial services
18,215

 
15,484

 
38,409

 
27,660

Corporate and other
166

 
7,289

 
627

 
32,827

Total
$
281,568

 
$
251,654

 
$
528,822

 
$
466,235

Income (loss) from continuing operations before income taxes:
 
 
 
 
 
 
 
Diversified industrial
$
12,444

 
$
15,853

 
$
24,853

 
$
25,422

Energy
2

 
(15,921
)
 
(3,022
)
 
(23,013
)
Financial services
11,239

 
10,479

 
24,107

 
17,823

Corporate and other
(7,538
)
 
2,403

 
(23,712
)
 
19,309

Income from continuing operations before income taxes
16,147

 
12,814

 
22,226

 
39,541

Income tax provision
6,288

 
3,660

 
10,023

 
11,580

Net income from continuing operations
$
9,859

 
$
9,154

 
$
12,203

 
$
27,961

Income (loss) from equity method investments:
 
 
 
 
 
 
 
Diversified industrial
$
5,969

 
$
(459
)
 
$
8,078

 
$
5,041

Energy
(220
)
 
5,445

 
6,090

 
3,335

Corporate and other
(4,039
)
 
(5,844
)
 
(17,429
)
 
(4,186
)
Total
$
1,710

 
$
(858
)
 
$
(3,261
)
 
$
4,190


About Steel Partners Holdings L.P.

Steel Partners Holdings L.P. is a global diversified holding company that engages in multiple businesses through consolidated subsidiaries, associated companies and other interests. It owns and operates businesses and has significant interests in leading companies in various industries, including diversified industrial products, energy, defense, supply chain management and logistics, banking and youth sports.

Forward-Looking Statements

This press release may contain certain "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, that reflect SPLP's current expectations and projections about its future results, performance, prospects and opportunities. Forward-looking statements are based on information currently available to the Company and are subject to a number of risks, uncertainties and other factors that could cause its actual results, performance, prospects or opportunities in 2016 and beyond to differ materially from those expressed in, or implied by, these forward-looking statements. These factors include, without limitation, SPLP's subsidiaries need for additional financing and the terms and conditions of any financing that is consummated, their customers' acceptance of its new and existing products, the risk that the Company and its subsidiaries will not be able to compete successfully, the possible volatility of the Company's unit price and the potential fluctuation in its operating results. Although SPLP believes that the expectations reflected in its forward-looking statements are reasonable and achievable, any such statements involve significant risks and uncertainties, and no assurance can be given that the actual results will be consistent with the forward-looking statements. Investors should read carefully the factors described in the "Risk Factors" section of the Company's filings with the SEC, including the Company's Form 10-K for the year ended December 31, 2015 and Form 10-Q for the quarterly period ended June 30, 2016, for information regarding risk factors that could affect the Company's results. Except as otherwise required by federal securities laws, SPLP undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, changed circumstances or any other reason.

Investor contact: Steel Partners Holdings GP Inc.
Douglas B. Woodworth, Chief Financial Officer
914-461-1262
dwoodworth@steelpartners.com