-----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, ApznskN7W6Q7m10DA+ixjqA/5wJUnlCprQu28bbycywpH/xbDjdX3EaNxQ6V+UGt EVlFtHPWM4Z9yAxr1fU4uA== 0000950129-01-504210.txt : 20020411 0000950129-01-504210.hdr.sgml : 20020411 ACCESSION NUMBER: 0000950129-01-504210 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20011119 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20011119 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ENBRIDGE ENERGY PARTNERS LP CENTRAL INDEX KEY: 0000880285 STANDARD INDUSTRIAL CLASSIFICATION: PIPE LINES (NO NATURAL GAS) [4610] IRS NUMBER: 391715850 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-10934 FILM NUMBER: 1795185 BUSINESS ADDRESS: STREET 1: 21 W SUPERIOR ST STE 400 STREET 2: LAKE SUPERIOR PLACE CITY: DULUTH STATE: MN ZIP: 55802-2067 BUSINESS PHONE: 2187250100 MAIL ADDRESS: STREET 1: LAKE SUPERIOR PL STREET 2: 21 WEST SUPERIOR ST CITY: DULUTH STATE: MN ZIP: 55802-2067 FORMER COMPANY: FORMER CONFORMED NAME: LAKEHEAD PIPE LINE PARTNERS L P DATE OF NAME CHANGE: 19930328 8-K 1 h92498e8-k.txt ENBRIDGE ENERGY PARTNERS, L.P. - 11/19/01 ================================================================================ 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): NOVEMBER 19, 2001 ENBRIDGE ENERGY PARTNERS, L.P. (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) (FORMERLY NAMED LAKEHEAD PIPE LINE PARTNERS, L.P. DELAWARE 1-10934 39-1715850 (STATE OR OTHER (COMMISSION FILE NO.) (I.R.S. EMPLOYER JURISDICTION) IDENTIFICATION NO.)
1100 LOUISIANA, SUITE 3300, HOUSTON, TX 77002 (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE) REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (713) 650-8900 ================================================================================ ITEM 5. OTHER EVENTS The Consolidated Statement of Financial Position of Enbridge Energy Company, Inc., at September 30, 2001 has been prepared and is included as Exhibit 99.1 to this Form 8-K. Enbridge Energy Company, Inc., is the General Partner of Enbridge Energy Partners, L.P., and Enbridge Energy, Limited Partnership. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (c) EXHIBITS Exhibit No. Description 99.1 Consolidated Statement of Financial Position of Enbridge Energy Company, Inc. at September 30, 2001. 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 thereunto duly authorized. ENBRIDGE ENERGY PARTNERS, L.P. (Registrant) By: Enbridge Energy Company, Inc. as General Partner /s/ JODY L. BALKO Jody L. Balko Assistant Controller Date: November 19, 2001 EXHIBIT INDEX Exhibit No. Description - ----------- ----------- 99.1 Consolidated Statement of Financial Position of Enbridge Energy Company, Inc. at September 30, 2001. EX-99.1 3 h92498ex99-1.txt CONSOLIDATED STATEMENT OF FINANCIAL POSITION - ------------------------------------------------------------------------------- ENBRIDGE ENERGY COMPANY, INC. (FORMERLY LAKEHEAD PIPELINE COMPANY, INC.) (A WHOLLY OWNED SUBSIDIARY OF ENBRIDGE PIPELINES INC.) CONSOLIDATED CONDENSED STATEMENT OF FINANCIAL POSITION
- ---------------------------------------------------------------------------------------------------------------------- (unaudited, except for December 31, 2000; dollars in millions) - ---------------------------------------------------------------------------------------------------------------------- September 30, December 31, 2001 2000 - ---------------------------------------------------------------------------------------------------------------------- ASSETS Current assets Cash and cash equivalents $ 4.5 $ 2.0 Accounts and notes receivable, net of allowance of $4.7 and $0, respectively 97.4 11.9 Income and other taxes 2.9 1.6 Loans to affiliated companies 161.9 109.0 Other current assets 26.9 - - ---------------------------------------------------------------------------------------------------------------------- 293.6 124.5 Loans to affiliated companies 703.9 718.2 Investment in Master Limited Partnership 52.4 50.5 Investment in Frontier Pipeline Company 7.7 6.7 Deferred charges and other 258.5 22.9 Property, plant and equipment, net 450.3 - - ---------------------------------------------------------------------------------------------------------------------- $1,766.4 922.8 ====================================================================================================================== LIABILITIES AND SHAREHOLDER'S EQUITY Current liabilities Accounts payable and other $ 124.1 $ 11.6 Loans from affiliated companies 386.7 - - ---------------------------------------------------------------------------------------------------------------------- 510.8 11.6 Long-term debt 683.6 519.6 Other long-term liabilities 2.3 7.4 Loan from Enbridge Hungary Liquidity Management, LLC 90.0 - Deferred income taxes 184.2 154.0 Minority interest 0.5 - Shareholder's equity (Note 1) 295.0 230.2 - ---------------------------------------------------------------------------------------------------------------------- $1,766.4 922.8 ======================================================================================================================
- -------------------------------------------------------------------------------- NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) - -------------------------------------------------------------------------------- 1. During the first quarter of 2001, the Company adopted Statement of Financial Accounting Standards No. 133 (FAS 133), "Accounting for Derivative Instruments and Hedging Activities." This Statement requires that all derivatives be recognized at fair value in the balance sheet and all changes in fair value be recognized currently in earnings or deferred as a component of other comprehensive income, depending on the intended use of the derivative, its resulting designation and its effectiveness. The Company has entered into forward foreign exchange contracts to offset the impact on deferred taxes resulting from movements in the US/Canada exchange rate arising from Canadian dollar debt issued by a subsidiary. The average remaining term of these contracts is 3.2 years. If held to maturity, a gain of $2.5 million will be realized on these foreign exchange contracts. Under the new financial instrument disclosure, FAS 133, the change in fair market value of these forward foreign exchange contracts must be reported in income. On a quarter to quarter basis the earnings of the Company will fluctuate, as the fair market value of these instruments changes. It should be noted that the sum of the quarterly changes in fair market value will aggregate to the $2.5 million noted above. The Company does not intend to settle these foreign exchange contracts prior to maturity. The adoption of FAS 133 also resulted in recognition of other comprehensive income of $26.7 million due to the fair value measurement of derivative instruments qualifying for hedge accounting treatment under FAS 133. Other comprehensive income is reflected in Shareholder's Equity on the Consolidated Condensed Statement of Financial Position. The Company enters into a variety of derivative instruments to manage market risks associated with certain energy commodities, interest rates, and foreign exchange. These instruments currently include cross currency swaps, exchange traded commodity futures and interest rate swaps. 2. On May 11, 2001, the Company acquired all the outstanding shares of Midcoast Energy Resources Inc., a Houston-based energy company, for cash consideration of $361.7 million and the assumption of long-term debt. The acquisition has been accounted for using the purchase method with the results of operations included in the consolidated financial statements from the date of acquisition. Goodwill is being amortized over 30 years. Fair Value of Assets Acquired: Property, plant and equipment $ 436.9 Working capital 6.4 Goodwill 174.3 Future income taxes (18.4) Other non-current assets 24.4 ------- 623.6 ======= Purchase Price: Cash 357.7 Long-term debt assumed 261.9 Transaction costs 4.0 ------- 623.6 ======= -----END PRIVACY-ENHANCED MESSAGE-----