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 (Date of earliest event reported)
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November
19, 2009
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TC
PipeLines, LP
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(Exact
name of registrant as specified in its
charter)
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Delaware
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000-26091
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52-2135448
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(State
or other jurisdiction
of
incorporation)
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(Commission
File
Number)
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(IRS
Employer
Identification
No.)
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13710
FNB Parkway
Omaha,
Nebraska
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68154-5200
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code
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(877)
290-2772
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(Former
name or former address if changed since last
report)
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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:
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¨
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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¨
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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¨
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act
(17
CFR 240.14d-2(b))
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¨
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act
(17
CFR 240.13e-4(c))
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Item
8.01.
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Other
Events
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Today,
November 19, 2009, the Federal Energy Regulatory Commission (FERC) announced
that it had approved an order (RP10-148-000) instituting a section 5 proceeding
in respect to Great Lakes Gas Transmission Limited Partnership (Great Lakes) to
determine whether the rates charged by Great Lakes are just and
reasonable.
The FERC
instituted this proceeding after reviewing Great Lake’s 2008 Form 2 filed in
April 2009. The FERC is also instituting proceedings against two
other pipeline companies, Northern Natural Gas Company and Natural Gas Pipeline
Company of America LLC.
The FERC
directed that an initial decision be issued within 47 weeks of the designation
of a presiding judge, consistent with the Administrative Law Judge’s track II
time frame for hearings. The FERC also indicated that the expedited schedule is
not intended to foreclose any of the pipelines, its customers and FERC staff
from reaching a reasonable settlement.
We are
currently analyzing the matter and cannot predict the impact to Great Lakes at
this time.
TC
PipeLines, LP (the “Partnership”) owns a 46.45 per cent general partner interest
in Great Lakes Gas Transmission Limited Partnership (“Great Lakes”). The other
53.55 per cent partner interest in Great Lakes is owned by subsidiaries of
TransCanada Corporation.
Cautionary
Statement Regarding Forward-Looking Information
This Form
8-K may include forward-looking statements regarding future events and the
future financial performance of TC PipeLines, LP. Words such as “believes,”
“expects,” “intends,” “forecasts,” “projects,” “cannot predict” and similar
expressions identify forward-looking statements. All forward-looking statements
are based on the Partnership’s current beliefs as well as assumptions made by
and information currently available to the Partnership. These statements reflect
the Partnership’s current views with respect to future events. The Partnership
assumes no obligation to update any such forward-looking statements to reflect
events or circumstances occurring after the date hereof. Important factors that
could cause actual results to materially differ from the Partnership's current
expectations include the risk of a prolonged slowdown in growth or decline in
the U.S. economy or the risk of delay in growth recovery in the U.S. economy,
regulatory decisions, particularly those of the Federal Energy Regulatory
Commission, the ability of Great Lakes and Northern Border to recontract their
available capacity on competitive terms, the Partnership’s ability to identify
and/or consummate accretive growth opportunities from TransCanada or others, the
ability to access capital and credit markets with competitive rates and terms,
decisions by the operator of Northern Border, Great Lakes, North Baja and
Tuscarora, the failure of a shipper on any one of the Partnership’s pipelines to
perform its contractual obligations, supply of natural gas in the Western Canada
sedimentary basin and in competing basins, such as the Rocky Mountains, future
demand for natural gas, overcapacity in the industry, success of other pipelines
competing with Northern Border and Great Lakes by bringing competing U.S.
sourced gas to Northern Border’s and Great Lakes’ markets, and other risks
inherent in the transportation of natural gas as discussed in the Partnership’s
filings with the Securities and Exchange Commission, including the Partnership’s
Annual Report on Form 10-K for the year ended December 31, 2008 and the
Partnership’s Quarterly Reports on Form 10-Q for the quarters ended March 31,
June 30 and September 30, 2009.
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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.
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TC
PipeLines, LP
by: TC
PipeLines GP, Inc.,
its
general partner
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By: /s/
Donald J.
DeGrandis
Donald J.
DeGrandis
Secretary
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Dated: November
19, 2009
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