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: OCTOBER 15, 2001
(DATE OF EARLIEST EVENT REPORTED)
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)
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
287,096 common units representing limited partner interests in the Partnership
by Cub Investment, LLC and Haddington/Chase Energy Partners (Bear Paw) LP (the
"Selling Unitholders"). The Offering of such common units is under the
Partnership's shelf registration statement on Form S-3 (Registration No.
333-63566) (the "Registration Statement"), as supplemented by the Prospectus
Supplement dated October 15, 2001 filed with the Securities and Exchange
Commission pursuant to Rule 424(b) under the Securities Act of 1933. The
Underwriting Agreement dated October 15, 2001 among the Partnership, Northern
Border Intermediate Limited Partnership, the Selling Unitholders and UBS Warburg
LLC 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 Statement 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 Statement.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(C) EXHIBITS
1 -- Underwriting Agreement dated October 15, 2001
among Northern Border Partners, L.P., Northern
Border Intermediate Limited Partnership, the
Selling Unitholders and UBS Warburg LLC.
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
------------------------------
Jerry L. Peters
Chief Financial and
Accounting Officer
Date: October 15, 2001
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EXHIBIT INDEX
Exhibit No.
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1 -- Underwriting Agreement dated October 15, 2001 among
Northern Border Partners, L.P., Northern Border
Intermediate Limited Partnership, the Selling Unitholders
and UBS Warburg LLC.
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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