-----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, Uc/VO2Ig7mhDqfYjeBe/xNQB99188g4BATqWC9OiEygPshFf0ww04ugEObNy/gFb n2Ijzul6n2mv3ja7bab8oA== 0000950129-02-006038.txt : 20021209 0000950129-02-006038.hdr.sgml : 20021209 20021209080233 ACCESSION NUMBER: 0000950129-02-006038 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20021209 ITEM INFORMATION: FILED AS OF DATE: 20021209 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NORTHERN BORDER PARTNERS LP CENTRAL INDEX KEY: 0000909281 STANDARD INDUSTRIAL CLASSIFICATION: NATURAL GAS TRANSMISSION [4922] IRS NUMBER: 931120873 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-12202 FILM NUMBER: 02851648 BUSINESS ADDRESS: STREET 1: 13710 FIRST NATIONAL BANK STREET 2: PARKWAY CITY: OMAHA STATE: NE ZIP: 68154-5200 BUSINESS PHONE: 4024927300 MAIL ADDRESS: STREET 1: 13710 FIRST NATIONAL BANK STREET 2: PARKWAY CITY: OMAHA STATE: NE ZIP: 68154-5200 8-K 1 h01878e8vk.txt NORTHERN BORDER PARTNERS, L.P. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Act of 1934 Date of Report (Date of earliest event reported): DECEMBER 9, 2002 NORTHERN BORDER PARTNERS, L.P. (Exact name of registrant as specified in its charter) DELAWARE 1-12202 93-1120873 (State or other jurisdiction (Commission (I.R.S. Employer of incorporation) File Number) Identification No.) 13710 FNB PARKWAY 68154-5200 OMAHA, NEBRASKA (Zip Code) (Address of principal executive offices) (402) 492-4300 (Registrant's telephone number, including area code) ITEM 9. REGULATION FD DISCLOSURE Attached as Exhibit 99.1 is a copy of a press release, dated December 9, 2002, issued by Northern Border Partners, L.P. announcing a presentation to be made by Bill Cordes, Chairman and Chief Executive Officer, at the Wachovia Pipeline Conference, on December 10,2002, which presentation will include information regarding Northern Border Partner's performance, strategy and outlook. The press release includes information regarding the Partnership's outlook that will be included in the presentation. The attached Exhibit 99.1 is not filed but is furnished to comply with Regulation FD. In accordance with General Instruction B.2. of Form 8-K, information filed under this Item 9 of Form 8-K is not deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, is not subject to the liabilities of that section and is not deemed incorporated by reference in any filing under the Securities Act of 1933, as amended. 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. Northern Border Partners, L.P. (A Delaware Limited Partnership) Dated: December 9, 2002 By: /s/ Jerry L. Peters ------------------------------------ Chief Financial & Accounting Officer EXHIBIT INDEX Exhibit 99.1 -- Northern Border Partners, L.P. Press Release dated December 9, 2002. EX-99.1 3 h01878exv99w1.txt PRESS RELEASE DATED 12/9/2002 EXHIBIT 99.1 Northern Border News Partners, L.P. Release 13710 FNB Parkway Omaha, Nebraska 68154-5200 For Further Information Contact: Media Contact: Beth Jensen (402) 492-3400 Investor Contact: Ellen Konsdorf (402) 492-7500 NORTHERN BORDER PARTNERS, L.P. TO PRESENT AT WACHOVIA PIPELINE CONFERENCE FOR IMMEDIATE RELEASE: Monday, December 9, 2002 OMAHA - Northern Border Partners, L.P. (NYSE - NBP) announced that Bill Cordes, chairman and chief executive officer, will present at the Wachovia Pipeline Conference on Tuesday, December 10, 2002 in New York. The presentation will include information concerning Northern Border Partners' performance, strategy and outlook. The Partnership will also meet with analysts while in New York, and will discuss with them the presentation information. While in New York, the Partnership intends to confirm its 2002 earnings guidance of $330 million EBITDA, net income of $120 million, and earnings per unit of $2.60. It will also confirm 2003 guidance of at least $330 million EBITDA, at least $120 million of net income, and earnings per unit of at least $2.60. In addition, the Partnership will confirm its earlier guidance of at least an additional $22 million to $23 million EBITDA and $0.10 accretion in distributable cash flow per unit for 2003 as the expected impact of the pending acquisition of Viking Gas Transmission Company and its one-third interest in Guardian Pipeline. If that pending acquisition occurs by year-end 2002, the Partnership anticipates that its year-end ratio of debt to total capitalization will be 55.8%. A copy of the slide presentation will be available on the Northern Border Partners web site (www.northernborderpartners.com) beginning December 9. Northern Border Partners, L.P. owns a 70 percent general partner interest in Northern Border Pipeline Company, which owns a 1,249-mile interstate pipeline system that transports natural gas from the Montana-Saskatchewan border to markets in the midwestern United States. Additionally, the Partnership owns the 350-mile long Midwestern Gas Transmission system, which stretches from Portland, Tennessee to Joliet, Illinois. The Partnership also has gathering systems and processing plants in the Powder River, Wind River, and Williston Basins in the U. S.; owns and operates processing plants and gathering pipelines in Alberta, Canada; and transports coal-water slurry via a pipeline in the southwestern U. S. Northern Border Partners information may be found at http://www.northernborderpartners.com/. 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 Northern Border Partners, L.P. believes that its expectations are based on reasonable assumptions, it can give no assurance that such expectations will be achieved. Important factors that could cause actual results to differ materially from those in the forward-looking statements include natural gas development in the Powder River, Wind River, Williston and Western Canadian Sedimentary Basins; regulatory actions and receipt of expected regulatory clearances; competitive conditions in the overall natural gas and electricity markets; our ability to market pipeline capacity on favorable terms; prices of natural gas and natural gas liquids; developments in the voluntary petition for bankruptcy by Enron; approval of the Hart-Scott-Rodino Act filing by the Federal Trade Commission; the delay of Guardian Pipeline's in-service date and any cost overruns; and conditions in the capital markets and our ability to access the capital markets. -----END PRIVACY-ENHANCED MESSAGE-----