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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: MAY 16, 2001
COMMISSION FILE NUMBER 1-12202
NORTHERN BORDER PARTNERS, L.P.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
DELAWARE 93-1120873
(STATE OR OTHER JURISDICTION OF (I.R.S. EMPLOYER
INCORPORATION OR ORGANIZATION) IDENTIFICATION NUMBER)
ENRON BUILDING
1400 SMITH STREET
HOUSTON, TEXAS 77002
(ADDRESS OF PRINCIPAL (ZIP CODE)
EXECUTIVE OFFICES)
(713) 853-6161
(REGISTRANT'S TELEPHONE NUMBER,
INCLUDING AREA CODE)
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ITEM 5. OTHER EVENTS
PUBLIC OFFERING OF COMMON UNITS
Northern Border Partners, L.P. (the "Partnership") is filing this
Current Report on Form 8-K in connection with the public offering (the
"Offering") of 4,455,218 common units representing limited partner interests in
the Partnership by the Partnership and Northwest Border Pipeline Company (the
"Selling Unitholder"), and up to 668,282 additional common units by the Selling
Unitholder pursuant to an over-allotment option granted to the underwriters. The
Offering of such common units is under the Partnership's shelf registration
statements on Form S-3 (Registration Nos. 333-40601, 333-72323 and 333-72351)
(the "Registration Statements"), as supplemented by the Prospectus Supplement
dated May 16, 2001 filed with the Securities and Exchange Commission pursuant
to Rule 424(b) under the Securities Act of 1933. The Underwriting Agreement
dated May 16, 2001 among the Partnership, Northern Border Intermediate Limited
Partnership, Northwest Border Pipeline Company, Salomon Smith Barney Inc., Banc
of America Securities LLC, UBS Warburg LLC, A.G. Edwards & Sons, Inc., Dain
Rauscher Incorporated and First Union Securities, Inc. and the opinion of Vinson
& Elkins L.L.P. attached as exhibits hereto relate to the Offering and are being
filed as exhibits hereto in lieu of filing them as exhibits to the Registration
Statements by means of a post-effective amendment thereto. Instead, upon filing,
this Current Report on Form 8-K is incorporated by reference into the
Registration Statements.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(C) EXHIBITS
1 -- Underwriting Agreement dated May 16, 2001 among
Northern Border Partners, L.P., Northern Border
Intermediate Limited Partnership, Northwest Border
Pipeline Company, Salomon Smith Barney Inc., Banc of
America Securities LLC, UBS Warburg LLC, A.G. Edwards &
Sons, Inc., Dain Rauscher Incorporated and First Union
Securities, Inc.
8 -- Opinion of Vinson & Elkins L.L.P. as to certain tax
matters.
23 -- Consent of Vinson & Elkins L.L.P. (included in
Exhibit 8).
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
NORTHERN BORDER PARTNERS, L.P.
(A Delaware Limited Partnership)
By: /s/ Jerry L. Peters
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Jerry L. Peters
Chief Financial and Accounting Officer
Date: May 16, 2001
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EXHIBIT INDEX
Exhibit No.
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1 -- Underwriting Agreement dated May 16, 2001 among
Northern Border Partners, L.P., Northern Border
Intermediate Limited Partnership, Northwest Border
Pipeline Company, Salomon Smith Barney Inc., Banc of
America Securities LLC, UBS Warburg LLC, A.G. Edwards &
Sons, Inc., Dain Rauscher Incorporated and First Union
Securities, Inc.
8 -- Opinion of Vinson & Elkins L.L.P. as to certain tax
matters.
23 -- Consent of Vinson & Elkins L.L.P. (included in
Exhibit 8).