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)   May 15, 2013

 

TC PipeLines, LP

(Exact name of registrant as specified in its charter)

 

Delaware

 

001-35358

 

52-2135448

(State or other jurisdiction
of incorporation)

 

(Commission File
Number)

 

(IRS Employer
 Identification No.)

 

717 Texas Street, Suite 2400

Houston, TX

 

77002-2761

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code   (877) 290-2772

 

 

(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

 

o            Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o            Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o            Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o            Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 


 

Item 7.01  Regulation FD Disclosure.

 

On May 15, 2013, TC PipeLines, LP (the “Partnership”) issued a press release announcing an offering of  7,700,000 common units to a syndicate of underwriters led by Wells Fargo Securities, LLC, Merrill Lynch, Pierce, Fenner & Smith Incorporated, J.P. Morgan Securities LLC, Morgan Stanley & Co. LLC, UBS Securities LLC, Deutsche Bank Securities Inc. and RBC Capital Markets, LLC who will act as joint book-running managers of the offering.  The underwriters will have a 30-day option to purchase up to an additional 1,155,000 units.  A copy of the press release is furnished as Exhibit 99.1 hereto.

 

The information in this Item 7.01 is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing 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.

 

(d)           Exhibits.

 

Exhibit No.

 

Description

 

 

 

99.1

 

Press Release of TC PipeLines, LP, dated May 15, 2013.

 

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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.

 

 

 

TC PipeLines, LP

by:  TC PipeLines GP, Inc.,

its general partner

 

 

 

 

 

 

By:

/s/ Annie C. Belecki

 

 

Annie C. Belecki

 

 

Secretary

 

 

Dated:  May 15, 2013

 

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EXHIBIT INDEX

 

Exhibit No.

 

Description

 

 

 

99.1

 

Press Release of TC PipeLines, LP, dated May 15, 2013.

 

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