-----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, OPKli4nUljMga7rYaP5Xe9FbfOm1SIJLGZ/n63B8WC+v+nalbEAyN0Zi4RaPRmci cDgcgqUwxpUzGdBK0kuCvg== 0000950129-05-000508.txt : 20050121 0000950129-05-000508.hdr.sgml : 20050121 20050121172119 ACCESSION NUMBER: 0000950129-05-000508 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050117 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050121 DATE AS OF CHANGE: 20050121 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: 05542435 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 h21855e8vk.txt NORTHERN BORDER PARTNERS, L.P.- JANUARY 17, 2005 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): JANUARY 17, 2005 NORTHERN BORDER PARTNERS, L.P. (Exact name of registrant as specified in its charter) DELAWARE 1-12202 93-1120873 (State or other jurisdiction of (Commission (IRS Employer incorporation) File Number) Identification No.) 13710 FNB PARKWAY OMAHA, NEBRASKA 68154-5200 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (402) 492-7300 -------------------------------------------------------------- (Former name or former address, if changed since last report.) 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 5.02 DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF PRINCIPAL OFFICERS. (c) On January 17, 2005, Northern Border Partners, L.P. (the "Partnership") received notice that Mr. Daniel P. Whitty, an audit committee member, intends to resign for personal reasons effective February 28, 2005. Mr. Whitty has been an audit committee member since the inception of the Partnership in 1993. The Partnership is actively engaged in a search for Mr. Whitty's replacement. ITEM 7.01 REGULATION FD DISCLOSURE. Attached as Exhibit 99.1 is a copy of Northern Border Partners, L.P.'s press release, dated January 21, 2005, regarding certain organizational changes at Northern Plains Natural Gas Company, LLC and NBP Services, LLC. The information in Item 7.01 of this report is being furnished, not filed, pursuant to Regulation FD. Accordingly, the information in Item 7.01 of this report will not be incorporated by reference into any registration statement filed by the Partnership under the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated therein by reference. ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS. (c) Exhibits. 99.1 Northern Border Partners, L.P. press release dated January 21, 2005. 2 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 hereunto duly authorized. NORTHERN BORDER PARTNERS, L.P. Date: January 21, 2005 By: /s/ Jerry L. Peters ------------------------------------- Name: Jerry L. Peters Title: Chief Financial and Accounting Officer 3 EXHIBIT INDEX Exhibit 99.1 -- Northern Border Partners, L.P. Press Release dated January 21, 2005. 4 EX-99.1 2 h21855exv99w1.txt PRESS RELEASE DATED JANUARY 21, 2005 Exhibit 99.1 [NORTHERN BORDER PARTNERS, L.P. LOGO] News Release 13710 FNB Parkway Omaha, NE 68154-5200 For Further Information Contact: Media Contact: Beth Jensen (402) 492-3400 Investor Contacts: Ellen Konsdorf (877) 208-7318 NORTHERN BORDER PARTNERS, L.P. ANNOUNCES ORGANIZATIONAL CHANGES FOR IMMEDIATE RELEASE: Friday, January 21, 2005 OMAHA, NE - Northern Border Partners, L.P. (NYSE - NBP) has been advised of organizational changes effective February 1, 2005 at Northern Plains Natural Gas Company (Northern Plains) and NBP Services. Northern Plains, a general partner of Northern Border Partners, L.P. (the Partnership), operates the Partnership's interstate natural gas pipelines: Northern Border Pipeline, Midwestern Gas Transmission, Viking Gas Transmission and Guardian Pipeline. NBP Services provides administrative services for the Partnership and operates the Partnership's gas gathering and processing business. Chris Skoog, who will relocate from Tulsa to Omaha, will become executive vice president of Northern Plains, a newly created position, reporting to Bill Cordes, president of Northern Plains and chief executive officer, Northern Border Partners, L.P. In his new position, Skoog will be responsible for all commercial, operational and regulatory functions of the Partnership's natural gas businesses and will coordinate the Partnership's business development initiatives. Previously, Skoog was President, ONEOK Energy Marketing and Trading Company. Prior to that, he served in a variety of positions with NorAm Energy Services, Kansas Pipeline Operating Company, Transok and Enron. "We look forward to drawing on the talents that Chris will bring to our team to oversee management of our existing natural gas assets and coordinate our growth strategies that include targeted acquisitions. Chris also brings a customer view of the natural gas business to us, complementing and strengthening our customer service focus," said Cordes. Skoog will have five direct reports including: o Paul F. Miller, vice president and general manager, will be responsible for the Northern Border Pipeline business unit. o Gaye Lynn Schaffart, vice president and general manager, will be responsible for Viking Gas Transmission, Midwestern Gas Transmission and Guardian Pipeline. o Pierce Norton, vice president and general manager, will continue in his role as head of the Partnership's gathering and processing business unit as president of Bear Paw Energy. o Mike Nelson, vice president, will continue in his role as head of operations for the Partnership's interstate pipelines. o Ray Neppl, vice president, will continue to head regulatory affairs and throughput management of the Partnership's interstate pipelines. Fred Rimington will become vice president, administration and will report directly to Cordes. Rimington will have responsibilities for human resources, public affairs and information technology and will continue to oversee Black Mesa Pipeline. Jerry Peters will continue as vice president of finance for Northern Plains and chief financial officer for the Partnership. Janet Place will remain general counsel and vice president, legal and corporate secretary of Northern Plains. Both Peters and Place will continue to report to Cordes. Northern Border Partners, L.P. is a publicly traded partnership formed to own, operate and acquire a diversified portfolio of energy assets. The Partnership owns and manages natural gas pipelines and is engaged in the gathering and processing of natural gas. More information can be found at http://www.northernborderpartners.com. This press release contains "forward-looking statements" as defined by federal law. Although the Partnership believes any such statements are based on reasonable assumptions, there is no assurance that actual outcomes will occur as expected. Additional information about factors that could lead to material changes in actual results is contained in the Partnership's filings with the Securities and Exchange Commission. ####### -----END PRIVACY-ENHANCED MESSAGE-----