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)
|
March
5, 2010
|
|
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.)
|
|
717
Texas Street, Suite #2400
Houston,
Texas
|
77002
|
|
(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)
|
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
8.01. Other
Events
Yuma
Lateral Project
At the
time of TC PipeLines, LP’s (the Partnership) acquisition of North Baja LLC,
TransCanada Corporation (TransCanada) had begun an expansion project of the
North Baja pipeline from the Mexico/Arizona border to Yuma , Arizona (Yuma
Lateral Project). The Agreement for Purchase and Sale of Membership Interest
dated July 1, 2009 (Acquisition Agreement) provided that the Partnership would
purchase the expansion facilities and contracts for an additional sum up to
$10 million, if TransCanada completed the project by June 30,
2010.
The Yuma
Lateral Project is nearing completion and is expected to go into service as soon
as the final regulatory approval is received, which is imminent. On
March 5, 2010, the Partnership entered into the Yuma Transfer Agreement
with TransCanada to facilitate the transfer of the expansion facilities and
contracts for approximately $7.6 million. The Acquisition Agreement
provides that an additional transfer and payment will be made should any other
shippers contract for services on the Yuma Lateral Project before June 30,
2010.
Cautionary
Statement Regarding Forward-Looking Information
This Form
8-K includes forward-looking statements regarding future events and the future
financial performance of TC PipeLines, LP. Words such as “believes,” “expects,”
“intends,” “forecasts,” “projects,” 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 positions taken by the FERC or other regulatory bodies
with respect to the Yuma Lateral Project, risks inherent in new build pipeline
projects, the Partnership’s ability to identify and/or consummate accretive
growth opportunities from TransCanada, operational decisions of the operator of
our pipeline systems, the failure of the shipper to perform its contractual
obligations with respect to its transportation commitment on the Yuma Lateral
Project, 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, 2009.
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.
|
TC
PipeLines, LP
|
|||
|
by: TC
PipeLines GP, Inc., its
general partner
|
|||
|
By:
|
/s/ Donald J. DeGrandis |
|
|
|
Secretary
|
|||
|
|
|||
Dated: March
5, 2010