8-K 1 suform8k_062907.htm SU FORM 8-K suform8k_062907.htm


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): June 29, 2007


SOUTHERN UNION COMPANY
(Exact name of registrant as specified in its charter)



Delaware
1-6407
75-0571592
(State or other jurisdiction of incorporation)
(Commission File Number)
(I.R.S. Employer
Identification No.)

5444 Westheimer Road
Houston, Texas
(Address of principal executive offices)
77056-5306
(Zip Code)

Registrant's telephone number, including area code: (713) 989-2000




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:

[ ]
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 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT

On June 29, 2007, Trunkline LNG Holdings, LLC (“TLNG Holdings”), an indirect wholly owned subsidiary of Southern Union Company (the “Company”), as borrower, and Panhandle Eastern Pipe Line Company, LP (“PEPL”) and CrossCountry Citrus, LLC (“CCC”), each an indirect wholly owned subsidiary of the Company, as guarantors, entered into an amended and restated $465 million unsecured term loan facility (the “Amended Credit Agreement”) with the financial institutions listed therein and Bayerische Hypo- Und Vereinsbank AG, New York Branch (“HVB”), as administrative agent.

The Amended Credit Agreement amends the credit agreement, dated as of December 1, 2006, by and among TLNG Holdings, as the borrower, and PEPL and CCC, as guarantors, the financial institutions listed therein and HVB, as administrative agent (the “Original Credit Agreement”).  The Company previously filed the Original Credit Agreement with the Securities and Exchange Commission as part of a Current Report on Form 8-K on December 4, 2006.

The Amended Credit Agreement extends the maturity, improves the pricing, and changes certain other terms and conditions of the Original Credit Agreement.

The  Amended Credit Amendment is attached hereto as Exhibit 10.1.


ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.

(c) Exhibits.

                     Exhibit No.                          Description

 
 
 
 
Amended and Restated Credit Agreement between Trunkline LNG Holdings, LLC, as borrower, Panhandle Eastern Pipe Line Company, LP and CrossCountry Citrus, LLC, as guarantors, the financial institutions listed therein and Bayerische Hypo- Und Vereinsbank AG, New York Branch, as administrative agent, dated as of June 29, 2007.
 

This 8-K includes forward-looking statements. Although Southern Union believes that its expectations are based on reasonable assumptions, it can give no assurance that such assumptions will materialize. Important factors that could cause actual results to differ materially from those in the forward-looking statements herein are enumerated in Southern Union's Forms 10-K and 10-Q as filed with the Securities and Exchange Commission. The Company assumes no obligation to publicly update or revise any forward-looking statements made herein or any other forward-looking statements made by the Company, whether as a result of new information, future events, or otherwise.








 

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.

 
 
 
 
SOUTHERN UNION COMPANY
 
(Registrant)
 
Date: July 6, 2007
 
By:
 
/s/ Robert M. Kerrigan, III
 
Robert M. Kerrigan, III
 
Vice President - Assistant General Counsel and Secretary



EXHIBIT INDEX

                        Exhibit No.                            Description
Amended and Restated Credit Agreement between Trunkline LNG Holdings, LLC, as borrower, Panhandle Eastern Pipe Line Company, LP and CrossCountry Citrus, LLC, as guarantors, the financial institutions listed therein and Bayerische Hypo- Und Vereinsbank AG, New York Branch, as administrative agent, dated as of June 29, 2007.