-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, SlsGQsn5rJEVwK6c3KIzSaC/v0XCinwI5O3YTmMe7yhn4aWJ/kSwXf/wsXqF6Ap8 53Olh3Ng5N+6DKW8i7OjrA== 0001022321-02-000008.txt : 20020502 0001022321-02-000008.hdr.sgml : 20020501 ACCESSION NUMBER: 0001022321-02-000008 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20020502 ITEM INFORMATION: Changes in registrant's certifying accountant FILED AS OF DATE: 20020502 FILER: COMPANY DATA: COMPANY CONFORMED NAME: GENESIS ENERGY LP CENTRAL INDEX KEY: 0001022321 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-PETROLEUM BULK STATIONS & TERMINALS [5171] IRS NUMBER: 760513049 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-12295 FILM NUMBER: 02631515 BUSINESS ADDRESS: STREET 1: 500 DALLAS SUITE 2500 CITY: HOUSTON STATE: TX ZIP: 77002 BUSINESS PHONE: 7138602500 MAIL ADDRESS: STREET 1: 500 DALLAS SUITE 2500 CITY: HOUSTON STATE: TX ZIP: 77002 8-K 1 f8k050202.txt FORM 8-K DATED MAY 2, 2002 ============================================================================= 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): May 2, 2002 GENESIS ENERGY, L.P. (Exact name of registrant as specified in its charter) Delaware 1-12295 76-0513049 (State or other jurisdiction of (Commission (I.R.S. Employer incorporation or organization) File Number) Identification No.) 500 Dallas, Suite 2500, Houston, Texas 77002 (Address of principal executive offices) (Zip Code) (713) 860-2500 (Registrant's telephone number, including area code) ============================================================================= Item 4. Changes in Registrant's Certifying Accountant. By unanimous written consent dated May 2, 2002, the Registrant's Board of Directors, upon the recommendation of the Audit Committee, resolved (i) not to engage Arthur Andersen LLP ("Andersen") to act as the Registrant's independent public accountants and (ii) to engage Deloitte & Touche LLP to serve as the Registrant's independent public accountants for the fiscal year ending December 31, 2002. The audit reports of Andersen on the consolidated financial statements of the Registrant and subsidiaries as of and for the fiscal years ended December 31, 2001 and December 31, 2000 did not contain any adverse opinion or disclaimer of opinion, nor were they qualified or modified as to uncertainty or audit scope. In addition, there were no modifications as to accounting principles except that the most recent audit report of Andersen contained an explanatory paragraph with respect to the change in the method of accounting for derivative instruments effective January 1, 2001 as required by the Financial Accounting Standards Board. During the Registrant's two most recent fiscal years ended December 31, 2001, and from January 1, 2002 through the date of this Form 8-K, there were no disagreements between the Registrant and Andersen on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to Andersen's satisfaction, would have caused Andersen to make reference to the subject matter of the disagreement in connection with their reports; and there were no reportable events, as described in Item 304(a)(1)(v) of Regulation S- K. The Registrant provided Andersen with a copy of the above disclosures. A letter dated May 2, 2002, from Andersen stating its agreement with such statements is listed under Item 7 as Exhibit 16.1 and incorporated herein by reference. The Registrant's press release dated May 2, 2002, announcing the engagement of Deloitte & Touche LLP as the Registrant's independent public accountants for the fiscal year ended December 31, 2002, is listed under Item 7 as Exhibit 99.1 and is incorporated herein by reference. During the Registrant's two most recent fiscal years ended December 31, 2001, and from January 1, 2002 through the date of this Form 8-K, the Registrant did not consult Deloitte & Touche LLP with respect to the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on the Registrant's consolidated financial statements, or any other matters or reportable events described in Items 304(a)(2)(i) and (ii) or Regulation S-K. Item 7. Financial Statements and Exhibits. (c) Exhibits The following materials are filed as exhibits to this Current Report on Form 8-K. Exhibit. ---- *16.1 Letter of Arthur Andersen LLP dated May 2, 2002, regarding change in certifying accountant. *99.1 Press release dated May 2, 2002, "Genesis Energy, L.P. Names Deloitte & Touche Independent Auditors for 2002." --------------------------------- * filed herewith 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. GENESIS ENERGY, L.P. (A Delaware Limited Partnership) By: GENESIS ENERGY, L.L.C., as General Partner Date: May 2, 2002 By: /s/ Ross A. Benavides ------------------------- Ross A. Benavides Chief Financial Officer INDEX TO EXHIBITS Exhibit No. Description *16.1 Letter of Arthur Andersen LLP, dated May 2, 2002, regarding change in certifying accountant. *99.1 Press release dated May 2, 2002, "Genesis Energy, L.P. Names Deloitte & Touche Independent Auditors for 2002". - ------------------------------- * filed herewith EX-16.1 3 f8k050202ex16-1.txt LETTER FROM ARTHUR ANDERSEN LLP EXHIBIT 16.1 [Arthur Andersen LLP Letterhead] May 2, 2002 Office of the Chief Accountant Securities and Exchange Commission 450 Fifth Street, N.W. Washington, D.C. 20549 Dear Sir or Madam: We have read the second and third paragraphs of Item 4 included in the Current Report on Form 8-K dated May 2, 2002, of Genesis Energy, L.P. to be filed with the Securities and Exchange Commission and are in agreement with the statements contained therein. Very truly yours, /s/ Arthur Andersen LLP Arthur Andersen LLP Copy to: Ross A. Benavides, Genesis Energy, L.P. EX-99.1 4 f8k050202ex99-1.txt PRESS RELEASE DATED MAY 2, 2002 EXHIBIT 99.1 FOR IMMEDIATE RELEASE Contact: Ross A Benavides Chief Financial Officer (713) 860-2510 GENESIS ENERGY NAMES DELOITTE & TOUCHE INDEPENDENT AUDITORS FOR 2002 May 2, 2002 - Genesis Energy, L.P. (AMEX:GEL) announced today that it has selected Deloitte & Touche LLP as its independent public accountants for 2002, replacing Arthur Andersen. Genesis Energy, L.P., operates crude oil common carrier pipelines and is an independent gatherer and marketer of crude oil in North America, with operations concentrated in Texas, Louisiana, Alabama, Florida, Mississippi and New Mexico. # # # -----END PRIVACY-ENHANCED MESSAGE-----