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): JULY 20, 1998
-------------
BUCKEYE PARTNERS, L.P.
- -------------------------------------------------------------------------------
(Exact name of registrant specified in Charter)
- -------------------------------------------------------------------------------
DELAWARE 1-9356 23-2432497
- -------------------------------------------------------------------------------
(State or other (Commission (IRS Employee
jurisdiction of File Number) Identification No.)
incorporation)
- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
3900 HAMILTON BOULEVARD 18103
ALLENTOWN, PENNSYLVANIA
- -------------------------------------------------------------------------------
(Address of principal executive offices) Zip Code
REGISTRANT'S TELEPHONE, INCLUDING AREA CODE: (610) 770-4700
(Former name and former address, if changed since last report)
Item 5. Other Events.
------------
Effective July 17, 1998, the Amended and Restated Partnership
Agreement of the Partnership was amended to (1) remove the limitation on the
number of LP Units that the Partnership can issue without Unitholder approval,
(2) eliminate the restrictions on the amount of debt that can be incurred by the
Partnership or its four operating partnerships, and (3) remove the limitations
on the amount of capital expenditures that can be made by the Partnership or its
four operating partnerships in any calendar year.
The amendments to the Partnership Agreement were approved through a
consent solicitation to unitholders of record on May 22, 1998. The consent
solicitation expired at 5:00 P.M. (Eastern Standard Time) on July 17, 1998. Of
the 26,742,306 LP Units issued and outstanding on the record date, unitholders
holding 18,757,548 LP Units (70.14%) voted in favor of the amendments; 1,467,513
LP Units (7.26%) were voted against the amendments. Accordingly, the vote
exceeded the requirement for approval of two-thirds of the LP Units outstanding
by a margin of 928,452 LP Units.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
------------------------------------------------------------------
(c) Exhibits.
Exhibit No. Exhibit
----------- -------
99.1 Press Release dated July 20, 1998
99.2 Amended and Restated Agreement of Limited Partnership
of Buckeye Partners, L.P. (As Amended and Restated
through July 17, 1998)
-2-
Signature
---------
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.
BUCKEYE PARTNERS, L.P.
By: Buckeye Management Company,
Its General Partner
By: /s/ Stephen C. Muther
-------------------------------------
Name: Stephen C. Muther
Title: Senior Vice President,
Administration, General Counsel and
Secretary
Dated: July 20, 1998
-3-
Exhibit Index
-------------
Exhibit No. Exhibit Page
----------- ------- ----
99.1 Press Release dated July 20, 1998
99.2 Amended and Restated Agreement of Limited Partnership of
Buckeye Partners, L.P. (As Amended and Restated through July
17, 1998)
-4-