Date
of Report (Date of earliest event reported)
|
April
24, 2008
|
TC
PipeLines, LP
|
(Exact
name of registrant as specified in its
charter)
|
Delaware
|
000-26091
|
52-2135448
|
(State
or other jurisdiction
of
incorporation)
|
(Commission
File
Number)
|
(IRS
Employer
Identification
No.)
|
13710
FNB Parkway
Omaha,
Nebraska
|
68154-5200
|
(Address
of principal executive offices)
|
(Zip
Code)
|
Registrant’s
telephone number, including area code
|
(877)
290-2772
|
(Former
name or former address if changed since last
report)
|
¨
|
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))
|
(d) | Exhibits. | |
|
99.1
|
Press
Release dated April 24, 2008.
|
TC PipeLines, LP | |
by: TC PipeLines GP, Inc., | |
its general partner |
|
By: | /s/ Amy W. Leong |
Amy W. Leong | ||
Principal Financial Officer and Controller |
Exhibit
No.
|
Description
|
99.1
|
Press
Release dated April 24, 2008.
|
(unaudited)
|
Three
months ended March 31,
|
||
(millions
of dollars
except per common unit amounts)
|
2008
|
2007
|
|
Net
income
|
33.6
|
20.0
|
|
Per
common unit (1)
|
$0.89
|
$0.77
|
|
Partnership
cash flows (2)
|
33.6
|
19.6
|
|
Cash
distributions paid
|
25.6
|
11.3
|
|
Cash
distributions declared per common unit (3)
|
$0.70
|
$0.65
|
|
Weighted
average
common units outstanding (millions)
|
34.9
|
24.6
|
|
Common
units
outstanding at end of period (millions)
|
34.9
|
34.9
|
|
The shaded areas in the tables below disclose the results from Great Lakes, Northern Border and Tuscarora, representing 100 per cent of each entity's operations for the given period. | |||||||||
For
the three months ended March 31, 2008
|
|||||||||
(unaudited) |
Northern
|
||||||||
(millions of dollars) | Partnership | Tuscarora(1) | Corporate | Great Lakes | Border(2) | ||||
Transmission revenues |
6.9
|
6.9
|
-
|
79.7
|
83.8
|
||||
Operating expenses |
(2.2)
|
(1.2)
|
(1.0)
|
(15.1)
|
(19.4)
|
||||
4.7
|
5.7
|
(1.0)
|
64.6
|
64.4
|
|||||
Depreciation
|
(1.6)
|
(1.6)
|
-
|
(14.6)
|
(15.2)
|
||||
Financial charges, net and other |
(7.6)
|
(0.9)
|
(6.7)
|
(8.2)
|
(9.7)
|
||||
Michigan business tax |
-
|
-
|
-
|
(1.7)
|
-
|
||||
40.1
|
39.5
|
||||||||
Equity income |
38.1
|
-
|
-
|
18.6
|
19.5
|
||||
Net income |
33.6
|
3.2
|
(7.7)
|
18.6
|
19.5
|
For
the three months
ended March 31, 2007
|
|||||||||
(unaudited) |
Great
Lakes(3)
|
Northern
|
|||||||
(millions of dollars) |
Partnership
|
Tuscarora
|
Corporate
|
Feb
23 - Mar
31
|
Border(4)
|
||||
Transmission revenues |
6.9
|
6.9
|
-
|
30.4
|
79.6 | ||||
Operating expenses |
(2.0)
|
(1.2)
|
(0.8)
|
(6.1)
|
(17.8)
|
||||
|
4.9
|
5.7
|
(0.8)
|
24.3
|
61.8
|
||||
Depreciation |
(1.6)
|
(1.6)
|
-
|
(5.9)
|
(15.3)
|
||||
Financial charges, net and other |
(8.1)
|
(1.2)
|
(6.9)
|
(3.4)
|
(10.4)
|
||||
15.0
|
36.1
|
||||||||
Equity income |
24.8
|
-
|
-
|
7.0
|
17.8
|
||||
Net income |
20.0
|
2.9
|
(7.7)
|
7.0
|
17.8
|
(unaudited) |
Three
months ended March 31,
|
||
(millions of dollars except per common unit amounts) |
2008
|
2007
|
|
Total cash distributions received (a) |
34.7
|
22.2
|
|
Cash flows provided by Tuscarora's operating activities |
6.6
|
5.1
|
|
Partnership costs (b) |
(7.7)
|
(7.7)
|
|
Partnership cash flows (b) |
33.6
|
19.6
|
|
Partnership cash flows per common unit |
$
0.96
|
$
0.80
|
|
Cash distributions declared |
(27.4)
|
(24.9)
|
|
Cash distributions declared per common unit |
$
0.70
|
$
0.65
|
|
Cash distributions paid |
(25.6)
|
(11.3)
|
|
Cash distributions paid per common unit |
$
0.665
|
$
0.600
|
|
Three
months
ended March 31,
|
||
(millions of dollars) |
2008
|
2007
|
|
Equity income from investment in Great Lakes | 18.6 | 7.0 | |
Equity income in excess of distributions received from Great Lakes | - | (7.0) | |
Reduction in the return of capital from Great Lakes | (7.0) | - | |
Cash distributions from Great Lakes | 11.6 | - | |
Equity income from investment in Northern Border | 19.5 | 17.8 | |
Return of capital from Northern Border |
3.6
|
4.4
|
|
Cash distributions from Northern Border | 23.1 | 22.2 | |
Total cash distributions received | 34.7 | 22.2 |
Three
months
ended March 31,
|
|||
(millions of dollars) |
2008
|
2007
|
|
Operating expenses | 2.2 | 2.0 | |
Financial charges, net and other | 7.6 | 8.1 | |
Less: | |||
Operating expenses and financial charges from Tuscarora | (2.1) | (2.4) | |
Partnership costs | 7.7 | 7.7 |
Media
Inquiries:
|
Shela
Shapiro / Cecily Dobson
|
(403)
920-7859
(800)
608-7859
|
Unitholder
and Analyst Inquiries:
|
Myles
Dougan
|
(877)
290-2772
investor_relations@tcpipelineslp.com
|
Consolidated
Statement of Income
|
|||
(unaudited)
|
Three
months ended March 31,
|
||
(millions
of dollars except per common unit amounts)
|
2008
|
2007
|
|
Equity
income from investment in Great Lakes
|
18.6
|
7.0
|
|
Equity
income from investment in Northern Border
|
19.5
|
17.8
|
|
Transmission
revenues
|
6.9
|
6.9
|
|
Operating
expenses
|
(2.2)
|
(2.0)
|
|
Depreciation
|
(1.6)
|
(1.6)
|
|
Financial
charges, net and other
|
(7.6)
|
(8.1)
|
|
Net
income
|
33.6
|
20.0
|
|
Common
units
|
31.0
|
19.0
|
|
Subordinated
units
|
-
|
-
|
|
General
partner
|
2.6
|
1.0
|
|
33.6
|
20.0
|
||
Net
income per common unit
|
$0.89
|
$0.77
|
|
Weighted
average common units outstanding
(millions)
|
34.9
|
24.6
|
|
Common
units outstanding, end of the period
(millions)
|
34.9
|
34.9
|
Operating
Results
|
Three
months ended March 31,
|
||
(unaudited)
|
2008
|
2007
|
Great
Lakes(1)
|
|||
Volumes:
|
|||
Gas
delivered (million cubic feet)
|
222,415
|
98,049
|
|
Average
throughput (million cubic feet per day)
|
2,444
|
2,650
|
|
Capital
Expenditures (millions of dollars):
|
|||
Maintenance
|
2.5
|
0.6
|
|
Northern
Border
|
|||
Volumes:
|
|||
Gas
delivered (million cubic feet)
|
217,086
|
199,988
|
|
Average
throughput (million cubic feet per day)
|
2,452
|
2,280
|
|
Capital
Expenditures (millions of dollars):
|
|||
Maintenance
|
0.7
|
0.4
|
|
Growth
|
0.4
|
-
|
|
Tuscarora
|
|||
Volumes:
|
|||
Gas
delivered (million cubic feet)
|
9,724
|
10,029
|
|
Average
throughput (million cubic feet per day)
|
107
|
111
|
|
Capital
Expenditures (millions of dollars):
|
|||
Maintenance
|
-
|
-
|
|
Growth
|
4.5
|
0.6
|
|
(1)
The
summary
information provided for Great Lakes in the March 31, 2007 column
pertains
to the period after acquisition of February 23 to March 31,
2007.
|
|||