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 - May 24, 2001
(Date of earliest event reported: May 18, 2001)
EL PASO ENERGY PARTNERS, L.P.
(Exact name of registrant as specified in its charter)
Delaware 1-11680 76-0396023
(State or other jurisdiction (Commission File Number) (I.R.S. Employer
of incorporation) Identification Number)
El Paso Building, 1001 Louisiana Street, Houston, Texas 77002
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (713) 420-2600
ITEM 5. OTHER EVENTS.
On May 18, 2001, we announced the completion of our private
offering of $250 million of 8.5-percent Senior Subordinated Notes
due June 1, 2011. A copy of our press release is attached
hereto as Exhibit 99.1 and is incorporated by reference.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(a) No financial statements are filed with this report.
(b) Exhibits.
Exhibit No. Description
----------- ------------
99.1 Press release dated May 18, 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 hereunto duly authorized.
Date: May 24, 2001 EL PASO ENERGY PARTNERS, L.P.
By: /s/ D. Mark Leland
--------------------------
D. Mark Leland
Sr. Vice President
and Controller
(Chief Accounting Officer)
Exhibit Index
Exhibit No. Description
- ----------- -----------
99.1 Press release dated May 18, 2001.
EXHIBIT 99.1
PRESS RELEASE
El Paso Energy Partners, L.P. Announces Closing of Its
$250 Million Private Offering of Its 8.5-Percent Senior
Subordinated Notes
HOUSTON, TEXAS, May 18, 2001 - El Paso Energy Partners, L.P.
(NYSE:EPN) announced today that it has completed its private
offering of $250 million of 8.5-percent Senior Subordinated Notes
due June 1, 2011. The net proceeds of the offering will be used
to reduce indebtedness under the partnership's revolving credit
agreement.
These securities have not been registered under the
Securities Act of 1933, as amended, or applicable state
securities laws, and are only being offered to qualified
institutional buyers in reliance on Rule 144A and to persons
outside of the United States under Regulation S. Unless so
registered, the notes may not be offered or sold in the United
States except pursuant to an exemption from the registration
requirements of the Securities Act and applicable state
securities laws. This announcement is neither an offer to sell
nor a solicitation of an offer to buy any of these securities.
El Paso Energy Partners, L.P. is a publicly owned master
limited partnership. The partnership owns and operates a
diversified set of midstream assets including five offshore
natural gas and oil pipelines and five production handling
platforms located in the Gulf of Mexico, strategically located
salt dome storage facilities with 6.7 billion cubic feet of
current working gas storage capacity in Mississippi, a 450-mile
coal bed methane gathering system in Alabama, and more than 600
miles of natural gas liquids gathering and transportation
pipelines and three fractionation plants located in south Texas.
Contacts:
Communications and Government Affairs
Norma F. Dunn
Senior Vice President
Office: (713) 420-3750
Fax: (713) 420-3632
Investor Relations
Sandra M. Ryan Director
Office: (832) 676-5371
Fax: (832) 676-1195
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS
This release includes forward-looking statements and
projections, made in reliance on the safe harbor provisions of
the Private Securities Litigation Reform Act of 1995. The company
has made every reasonable effort to ensure that the information
and assumptions on which these statements and projections are
based are current, reasonable, and complete. However, a variety
of factors could cause actual results to differ materially from
the projections, anticipated results or other expectations
expressed in this release. While the company makes these
statements and projections in good faith, neither the company nor
its management can guarantee that the anticipated future results
will be achieved. Reference should be made to the company's (and
its affiliates') Securities and Exchange Commission filings for
additional important factors that may affect actual results.