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
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Date of Report (Date of earliest event reported)
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November 21, 2011
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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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717 Texas Street, Suite 2400
Houston, TX
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77002-2761
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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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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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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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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.
(d) On November 21, 2011, an officer of TC PipeLines GP, Inc., the general partner (the “General Partner”) of TC PipeLines, LP (the “Partnership”), pursuant to authorization received from the board of directors of the General Partner, provided notice to the NASDAQ Global Select Market ("NASDAQ") that the Partnership intends to transfer the listing of its common units representing limited partner interests (the "Common Units") from NASDAQ to the New York Stock Exchange ("NYSE"). The Partnership expects that its Common Units will begin trading on the NYSE under the ticker symbol "TCP" on December 12, 2011. Until the transfer of listing to the NYSE is completed, the Common Units will continue to be traded on NASDAQ under its current ticker symbol "TCLP".
Item 7.01 Regulation FD Disclosure.
On November 21, 2011, the Partnership issued a press release announcing that it intends to transfer the listing of its Common Units to the NYSE.
A copy of the press release is set forth in the attached Exhibit 99.1 and is incorporated herein by reference. In accordance with General Instruction B.2 of Form 8-K, the information set forth in the attached Exhibit 99.1 is deemed to be "furnished" and shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act").
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No. |
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Description
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| 99.1 | TC PipeLines, LP Press Release dated November 21, 2011 announcing its plans to transfer the listing of its Common Units to the NYSE. |
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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/ Annie C. Belecki
Annie C. Belecki
Assistant Secretary
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Dated: November 21, 2011
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EXHIBIT INDEX
| Exhibit No. |
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Description
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| 99.1 | TC PipeLines, LP Press Release dated November 21, 2011 announcing its plans to transfer the listing of its Common Units to the NYSE. |
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EXHIBIT 99.1
NewsRelease
TC PipeLines, LP to List on the New York Stock Exchange under
New Trading Symbol “TCP”
HOUSTON, Texas – November 21, 2011 –TC PipeLines, LP (NASDAQ: TCLP) (the Partnership) today announced that it is transferring the listing of its common units to the New York Stock Exchange (“NYSE”). The Partnership expects that its common units will commence trading on the NYSE under the new symbol "TCP" on December 12, 2011. The Partnership’s common units will continue to be traded on the NASDAQ under the symbol "TCLP" until the transfer has been completed.
“TC PipeLines, LP has a 12-year track record of growing cash distributions for its unitholders. These distributions are underpinned with stable and predictable natural gas pipeline infrastructure assets,” said Steve Becker, President, TC PipeLines GP, Inc. “We look forward to joining other Master Limited Partnership peers, and our sponsor, TransCanada Corporation on the NYSE.”
“We are delighted TC PipeLines, LP has decided to list on the New York Stock Exchange”, said Scott Cutler, NYSE Euronext EVP and Head of Listings, Americas. “We are committed to a long-term partnership with TC PipeLines, LP and its unitholders, and to providing the superior liquidity, services and visibility associated with listing on the NYSE.”
TC PipeLines, LP has interests in 5,560 miles of federally regulated U.S. interstate natural gas pipelines which serve markets across the United States and Eastern Canada. This includes significant interests in Great Lakes Gas Transmission Limited Partnership and Northern Border Pipeline Company as well as 25 percent ownership interest in each of Gas Transmission Northwest LLC, and Bison Pipeline LLC. TC PipeLines, LP also has 100 percent ownership of North Baja Pipeline, LLC and Tuscarora Gas Transmission Company. TC PipeLines, LP is managed by its General Partner, TC PipeLines GP, Inc., an indirect wholly owned subsidiary of TransCanada Corporation. TC PipeLines GP, Inc. also holds common units of TC PipeLines, LP. Common units of TC PipeLines, LP are quoted on the NASDAQ Global Select Market and trade under the symbol “TCLP.” For more information about TC PipeLines, LP, visit the Partnership’s website at www.tcpipelineslp.com.
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Media Enquiries:
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Terry Cunha/Shawn Howard
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403.920.7859
800.608.7859
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| Investor and Analyst Inquiries: | Lee Evans | 877.290.2772 |
| investor_relations@tcpipelineslp.com |