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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 (Date of earliest event reported): October 31, 1997
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HUNTWAY PARTNERS, L.P.
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(Exact name of registrant as specified in its charter)
Delaware 36-3601653
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(State of other jurisdiction (IRS Employer Identification Number)
of incorporation)
1-10091
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(Commission File Number)
25129 The Old Road, Suite 322, Newhall, California 91381
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (805) 286-1582
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ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits.
See the Index to Exhibits attached hereto.
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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 thereunto duly authorized.
HUNTWAY PARTNERS, L.P.
(Registrant)
Dated: November 14, 1997 By: /s/ Warren J. Nelson
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Warren J. Nelson
Executive Vice President and Chief
Financial Officer
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INDEX TO EXHIBITS
Exhibit
Number
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4.1 Indenture dated as of October 31, 1997 between the Company and State Street Bank and Trust Company, as
trustee ("State Street"), pursuant to which the 9 1/4% Senior Subordinated Secured Convertible Notes
due 2007 were issued.
4.2 Form of 9 1/4% Senior Subordinated Secured Convertible Note (included in Exhibit 4.1).
10.1 Sequencing and Amendatory Agreement dated as of October 31, 1997 among the Company, Sunbelt Refining
Company, L.P., Lighthouse Investors, L.L.C., B III Capital Partners, L.P., Contrarian Capital Fund I
L.P., Contrarian Capital Fund II L.P., Bankers Trust Company, Massachusetts Mutual Life Insurance
Company, Mellon Bank, N.A., as trustee for First Plaza Group Trust, Oppenheimer & Company, Inc., as
agent for itself and as agent for Oppenheimer Horizon Partners, L.P., Oppenheimer Institutional Horizon
Partners, L.P., Oppenheimer International Horizon Fund II Ltd. and The & Trust, The IBM Retirement Plan
Trust, Lindner Growth Fund, Madison Dearborn Partners III and First Chicago Equity Corporation, United
States Trust Company of New York, as Collateral Agent under the Intercreditor Agreement, State Street
Bank and Trust Company, as trustee under the indenture pursuant to which the Company's 9 1/4% Senior
Subordinated Secured Convertible Notes were issued, and Fleet National Bank, as trustee under the
indenture pursuant to which the 12% Senior Notes (Other) were issued.
10.2 Exchange and Purchase Agreement entered into as of October 31, 1997, by and among the Company,
Lighthouse Investors, L.L.C., B III Capital Partners, L.P., Contrarian Capital Fund I, L.P., Contrarian
Capital Fund II, L.P., Oppenheimer & Company, Inc., Oppenheimer Horizon Partners, L.P., Oppenheimer
Institutional Horizon Partners, L.P., Oppenheimer Institutional Horizon Partners, L.P. and The & Trust,
First Plaza Group Trust and The IBM Retirement Plan Trust.
10.3 Amended and Restated Registration Rights Agreement entered into as of October 31, 1997, by and among
the Company, Lighthouse Investors, L.L.C., B III Capital Partners, L.P., Contrarian Capital Fund I,
L.P., Contrarian Capital Fund II, L.P., Mellon Bank, N.A., as trustee for Frist Plaza Group Trust,
Oppenheimer & Company, Inc., as agent for itself and Oppenheimer Horizon Partners, L.P., Oppenheimer
Institutional Horizon Partners, L.P., Oppenheimer Institutional Horizon Partners, L.P., The & Trust and
The IBM Retirement Plan Trust, First Chicago Equity Corporation and Madison Dearborn Partners III.