-----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, CeAy9+zpPZMv2KdXKD6yiUBeFl3NJgxbr7P65jHPbewHKuHM+GocVx1mDI9WTPDI /4cWgaWjn3QdVmnfimgAzA== 0001022321-07-000048.txt : 20071205 0001022321-07-000048.hdr.sgml : 20071205 20071205082326 ACCESSION NUMBER: 0001022321-07-000048 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20071204 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20071205 DATE AS OF CHANGE: 20071205 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: 1205 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-12295 FILM NUMBER: 071285330 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 f8k120407.htm FORM 8-K DATED DECEMBER 4, 2007 Form 8-K dated December 4, 2007



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): December 4, 2007


GENESIS ENERGY, L.P.
 
(Exact name of registrant as specified in its charter)


 
Delaware
1-12295
76-0513049
(State or other jurisdiction of incorporation or organization)
(Commission File Number)
(I.R.S. Employer 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)



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. 
 
 
On December 4, 2007, Genesis Energy, L.P. (the "Partnership") announced that it priced its underwritten offering of 8,000,000 common units at a price to the public of $22.00 per unit, representing a 1,000,000 unit increase above the original planned offering of 7,000,000 common units. In connection with the public offering, the Partnership’s general partner will purchase 638,898 common units at the same price, less the underwriting commission. The Partnership has granted the underwriters a 30-day option to purchase an additional 1,200,000 common units to satisfy any over-allotments. The Partnership will use the net proceeds from this offering for general partnership purposes. A copy of the press release is attached as Exhibit 99.1.
 
 
Item 9.01. Financial Statements and Exhibits 
 
 
(d) Exhibits 
 
 
99.1 Press Release dated December 4, 2007 announcing the pricing of the offering.
 


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, INC., as General Partner
Date: December 4, 2007
By:
   
Ross A. Benavides
Chief Financial Officer

EX-99 2 pr120407.htm PRESS RELEASE DATED DECEMBER 4, 2007 Press release dated December 4, 2007
 
EXHIBIT 99.1
FOR IMMEDIATE RELEASE
                        Contact:  Ross A. Benavides
                   Chief Financial Officer
                    (713) 860-2528



GENESIS ENERGY, L.P. PRICES PUBLIC OFFERING OF COMMON UNITS

Houston - December 4, 2007 - Genesis Energy, L.P. (AMEX:GEL) announced today that it has priced its offering of 8,000,000 common units at a price to the public of $22.00 per unit, representing a 1,000,000 unit increase above the original planned offering of 7,000,000 common units. In connection with the public offering, the Partnership’s general partner will purchase 638,898 common units at the same price, less the underwriting commission. The Partnership has granted the underwriters a 30-day option to purchase an additional 1,200,000 common units to satisfy any over-allotments.

UBS Investment Bank and Wachovia Securities acted as joint book-running managers of the offering and Goldman Sachs & Co., RBC Capital Markets Corporation, Banc of America Securities LLC, Deutsche Bank Securities Inc. and Sanders Morris Harris acted as co-managing underwriters.
 
Excluding the Underwriters’ over-allotment option, the Partnership will receive net cash proceeds from the offering (after payment of underwriting discounts and estimated offering expenses), the concurrent offering to the Partnership’s general partner and the proportionate capital contribution by the Partnership’s general partner of $185.3 million. Genesis will use the net proceeds from this offering for general partnership purposes, which may include, among other things, temporarily repaying a portion of the indebtedness under its credit facility and, ultimately, funding a portion of its future growth expenditures.
 
A copy of the final prospectus supplement and related base prospectus, meeting the requirements of Section 10 of the Securities Act of 1933, as amended, can be obtained by contacting either UBS Securities LLC at 888-827-7275 or Attention Equity Syndicate at 212-713-2626, or Wachovia Securities, Equity Syndicate Dept., 375 Park Avenue, New York, N.Y., 10152 (e-mail: equity.syndicate@wachovia.com).
 
This news release does not constitute an offer to sell or a solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful.
 
Genesis Energy, L.P. is a diversified midstream energy master limited partnership headquartered in Houston, Texas. Genesis engages in four business segments. The Pipeline Transportation Division is engaged in the pipeline transportation of crude oil and, to a lesser extent, natural gas and carbon dioxide. The Refinery Services Division primarily processes sour gas streams to remove sulfur at refining operations, principally located in Texas, Louisiana and Arkansas. The Supply and Logistics Division is engaged in the transportation, storage and supply of energy products, including crude oil and refined products. The Industrial Gases Division produces and supplies industrial gases such as carbon dioxide and syngas. Genesis’



operations are primarily located in Texas, Louisiana, Arkansas, Mississippi, Alabama and Florida.

This press release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Although we believe that our expectations are based upon reasonable assumptions, we can give no assurance that our goals will be achieved. Important factors that could cause actual results to differ materially from those in the forward looking statements herein include the timing and extent of changes in commodity prices for oil, ability to obtain adequate credit facilities, managing operating costs, completion of capital projects on schedule and within budget, consummation of accretive acquisitions, capital spending, environmental risks, government regulation, our ability to meet our stated business goals and other risks noted from time to time in our Securities and Exchange Commission filings. Actual results may vary materially. We undertake no obligation to publicly update or revise any forward-looking statement.

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