form8_kmsbonds.htm
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 December 9,
2008
(DATE
OF EARLIEST EVENT
REPORTED) December
5, 2008
BOARDWALK
PIPELINE PARTNERS, LP
(Exact
name of registrant as specified in its charter)
|
Delaware
|
01-32665
|
20-3265614
|
|
(State
or other jurisdiction of
incorporation
or organization)
|
(Commission
File
Number)
|
(IRS
Employer
Identification
No.)
|
9
Greenway Plaza, Suite 2800
Houston,
Texas 77046
(Address
of principal executive office)
(866)
913-2122
(Registrant’s
telephone number, including area code)
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:
[ ] Written communications
pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
[ ] Soliciting material
pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ] Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
[ ] Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Item
1.01 Entry into a Material Definitive Agreement.
The information set forth in Item
2.03 below regarding the Loan Agreement and Bond Purchase Agreement is
incorporated by reference into this Item 1.01.
Item
2.03 Creation of a Direct Financial Obligation or an Obligation under
an Off-Balance Sheet Arrangement of a Registrant.
On
December 5, 2008, Gulf South Pipeline Company, LP (Gulf South) and Boardwalk
Pipelines, LP (Boardwalk Pipelines), each a wholly-owned subsidiary of the
Registrant, entered into a transaction whereby Gulf South may borrow funds
through the issuance of up to $175 million of notes under a Loan Agreement from
Mississippi Business Finance Corporation (MBFC), which is a corporate entity
established by the State of Mississippi. Contemporaneously with
borrowings under the Loan Agreement, MBFC would issue bonds with identical terms
under an Indenture which would be purchased by Boardwalk Pipelines pursuant to a
Bond Purchase Agreement and would assign its interest in the notes to the
trustee. The bonds would be issued for the purpose of loaning the proceeds to
Gulf South under the Loan Agreement for use in funding its expansion projects.
The notes would be the sole security for payment of principal and interest on
the bonds. The notes and related bonds that may be issued would mature on
December 1, 2018, and bear interest at 7.0%.
The
descriptions set forth above in Item 1.01 and this Item 2.03 are qualified in
their entirety by the Bond Purchase Agreement, the Indenture, the Loan Agreement
and related documents, copies of which are filed as exhibits to this report and
are incorporated by reference herein.
Item
9.01 Financial Statements and Exhibits.
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Exhibit
Number:
|
|
Exhibit
Name:
|
|
4.1
|
|
Indenture
dated as of December 1, 2008, between Mississippi Business Finance
Corporation and Hancock Bank, As Trustee
|
|
4.2
|
|
Loan
Agreement dated as of December 1, 2008, between Mississippi Business
Finance Corporation and Gulf South Pipeline Company, LP
|
|
10.1
|
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Bond
Purchase Agreement dates as of December 1, 2008, among Boardwalk
Pipelines, LP, Mississippi Business Finance Corporation and Gulf south
Pipeline Company, LP
|
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.
BOARDWALK
PIPELINE PARTNERS, LP
By: BOARDWALK
GP, LP,
its
general partner
By: BOARDWALK
GP, LLC,
its
general partner
By: /s/ Jamie L.
Buskill
Jamie L. Buskill
Dated: December
9,
2008