-----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, LWHIYcwYlOHGC1WgmkevFRGZThfgu3TsXwKJ1XkKbMBWdGkx0a+PMS58n2wO2UuC GJ6jDXCU/TckFN0cvJb0ag== 0000898822-05-000689.txt : 20050701 0000898822-05-000689.hdr.sgml : 20050701 20050701151241 ACCESSION NUMBER: 0000898822-05-000689 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050701 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050701 DATE AS OF CHANGE: 20050701 FILER: COMPANY DATA: COMPANY CONFORMED NAME: VALERO L P CENTRAL INDEX KEY: 0001110805 STANDARD INDUSTRIAL CLASSIFICATION: PIPE LINES (NO NATURAL GAS) [4610] IRS NUMBER: 742956831 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-16417 FILM NUMBER: 05932945 BUSINESS ADDRESS: STREET 1: P.O. BOX 696000 CITY: SAN ANTONIO STATE: TX ZIP: 78269-6000 BUSINESS PHONE: 2103452000 MAIL ADDRESS: STREET 1: P.O. BOX 696000 CITY: SAN ANTONIO STATE: TX ZIP: 78269-6000 FORMER COMPANY: FORMER CONFORMED NAME: SHAMROCK LOGISTICS LP DATE OF NAME CHANGE: 20000331 8-K 1 shell8k.txt 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): July 1, 2005 VALERO L.P. (Exact name of registrant as specified in its charter) DELAWARE 1-16417 74-2956831 (State or other Commission File Number (IRS Employee jurisdiction Identification No.) of incorporation) One Valero Way San Antonio, Texas 78249 (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (Zip Code) Registrant's telephone number, including area code: (210) 345-2000 ------------------------------ 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 (see General Instruction A.2. below): [ ] 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 July 1, 2005, Valero L.P. issued a press release to announce the completion of its acquisition of Kaneb Services LLC and Kaneb Pipe Line Partners, L.P., a copy of which press release is attached hereto and incorporated herein by reference. ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS (c) Exhibits. 99.1 Press release, dated July 1, 2005, issued by Valero L.P. SIGNATURE 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. VALERO L.P. By: Riverwalk Logistics, L.P. its general partner By: Valero GP, LLC its general partner Date: July 1, 2005 By: /s/ Bradley C. Barron ----------------------- Name: Bradley C. Barron Title: Corporate Secretary EX-99 2 pressrel.txt EXHIBIT 99.1 [VALERO L.P. LOGO] FOR IMMEDIATE RELEASE: CONTACTS: - ---------------------- Valero L.P. Mary Rose Brown (Media) 210-345-2314 Eric Fisher (Investor Relations) 210-345-2896 VALERO L.P. COMPLETES ACQUISITION OF KANEB SERVICES LLC AND KANEB PIPE LINE PARTNERS, L.P. NEW PARTNERSHIP IS ONE OF THE NATION'S LARGEST TERMINAL AND PETROLEUM LIQUIDS PIPELINE OPERATORS SAN ANTONIO, July 1, 2005 -- Valero L.P. (NYSE: VLI) today announced that it has successfully completed its acquisition of Kaneb Services LLC (NYSE: KSL) and Kaneb Pipe Line Partners, L.P. (NYSE: KPP). With an enterprise value of more than $4 billion, the combined partnership will be one of the largest terminal and petroleum liquids pipeline operators in the United States. As part of the nearly $2.7 billion transaction, Valero L.P. also acquired all of Kaneb Services' equity securities for $43.31 cash per share and converted Kaneb Partners' units to Valero L.P. units at an exchange ratio of 1.0231 Valero L.P. unit for each Kaneb Partners' unit. Kaneb Services and Kaneb Partners are now wholly owned subsidiaries of Valero L.P. The general partner of the combined partnership will continue to be owned by affiliates of Valero Energy Corp. (NYSE: VLO). The assets of the combined partnership, which will retain the name Valero L.P., include approximately 9,150 miles of pipeline comprised of approximately 6,350 miles of refined product pipelines, 800 miles of crude oil pipelines and a 2,000-mile anhydrous ammonia pipeline. The partnership also owns 94 terminal facilities and four crude oil storage tank facilities located in 25 U.S. states, Canada, Mexico, the Netherlands Antilles, the Netherlands, Australia, New Zealand and the United Kingdom. The system has approximately 77.6 million barrels of storage capacity. "We're excited to complete this acquisition, which brings together two of the best pipeline and terminal operators in the country to form one of the premier mid-stream logistics partnerships in the world," said Curt Anastasio, president and chief executive officer of Valero L.P. "Plus, as a result of the acquisition, Valero L.P. is in a great strategic position with stronger, more diversified operations, increased earnings stability, and a stable foundation for future growth. "As we've said before, this is a great transaction for our investors because it's accretive to cash flow and positions us well for future distribution increases. In fact, with this acquisition complete, we will now recommend to our board of directors an increase in the annual distribution rate from $3.20 per unit to $3.42 per unit," he said. On June 15, Valero L.P. announced that it had signed a consent decree with the Federal Trade Commission in which the FTC required the partnership to divest certain Kaneb assets in the Philadelphia, Colorado and the San Francisco Bay areas. Interest in these assets has been high and Valero L.P. officials said they are confident that these assets can be divested quickly at a favorable price. ABOUT VALERO L.P. Valero L.P. is a master limited partnership based in San Antonio, with 9,150 miles of pipeline, 94 terminal facilities and four crude oil storage facilities. One of the largest terminal and independent petroleum liquids pipeline operators in the nation, the partnership has terminal facilities in 25 U.S. states, Canada, Mexico, the Netherlands Antilles, the Netherlands, Australia, New Zealand and the United Kingdom. The partnership's combined system has approximately 77.6 million barrels of storage capacity, and includes crude oil and refined product pipelines, refined product terminals, petroleum and specialty liquids storage and terminaling business, as well as crude oil storage tank facilities. For more information, visit Valero L.P.'s web site at www.valerolp.com. CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS This press release includes forward-looking statements within the meaning of the Securities Litigation Reform Act of 1995 regarding future events and the future financial performance of Valero L.P. All forward-looking statements are based on the partnership's 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 and are subject to various risks, uncertainties and assumptions. These risks, uncertainties and assumptions are discussed in Valero L.P.'s 2004 annual report on Form 10-K and subsequent filings with the Securities and Exchange Commission. -----END PRIVACY-ENHANCED MESSAGE-----