form8k.htm
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): February 6, 2009
SEMGROUP
ENERGY PARTNERS, L.P.
(Exact
name of Registrant as specified in its charter)
|
DELAWARE
|
001-33503
|
20-8536826
|
|
(State
of incorporation
or
organization)
|
(Commission
file number)
|
(I.R.S.
employer identification number)
|
|
Two
Warren Place
6120
South Yale Avenue, Suite 500
Tulsa,
Oklahoma
|
74136
|
|
(Address
of principal executive offices)
|
(Zip
code)
|
Registrant’s
telephone number, including area code: (918) 524-5500
(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 (see General
Instruction A.2. below):
[
] 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))
As previously disclosed, SemGroup, L.P.
(the “Private Company”) and certain of its subsidiaries filed voluntary
petitions (the “Bankruptcy Filings”) for reorganization under Chapter 11 of the
Bankruptcy Code in the United States Bankruptcy Court for the District of
Delaware (the “Bankruptcy Court”), Case No. 08-11547-BLS, on July 22,
2008. None of SemGroup Energy Partners, L.P. (the “Partnership”), its
general partner, the subsidiaries of the Partnership nor the subsidiaries of the
general partner were party to the Bankruptcy Filings. However, the
Partnership and its subsidiaries are party to various agreements with the
Private Company and its subsidiaries, including subsidiaries that are debtors in
the Bankruptcy Filings. Under a Terminalling and Storage Agreement
(the “Terminalling Agreement”), the Partnership provides certain liquid asphalt
cement terminalling and storage services to a subsidiary of Private Company that
is a debtor in the Bankruptcy Filings.
On February 6, 2009, the Private
Company filed a motion in the Bankruptcy Court requesting approval of the sale
of the Private Company’s asphalt related assets. The Private Company
intends to solicit bids and hold an auction on February 23, 2008 for the sale of
such assets. If the auction is successful, a hearing to approve the
sale will be conducted on February 26, 2008. If the auction is not
successful, the Private Company intends to immediately reject the Terminalling
Agreement and begin liquidating its remaining asphalt inventory and wind down
its asphalt business. If the contract is rejected, there is
significant uncertainty as to the Partnership’s revenues related to its asphalt
assets and there is substantial risk that the Partnership’s asphalt assets may
be idle during 2009 and subsequent years. Without revenues from its
asphalt assets, the Partnership may be unable to meet the covenants, including
the minimum liquidity and minimum receipt requirements, under its forbearance
agreement with its senior secured lenders pursuant to which such lenders have
agreed to forbear from exercising their rights and remedies arising from the
Partnership’s events of default under its credit agreement. Even if
the auction is successful, the Partnership may have to negotiate a new
terminalling and storage contract with the buyer of the Private Company’s
asphalt assets and such agreement may not be on as favorable terms as the
Terminalling Agreement.
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.
SEMGROUP ENERGY PARTNERS,
L.P.
By: SemGroup Energy
Partners G.P., L.L.C.
its
General Partner
Date: February
11,
2009 By: /s/ Alex G.
Stallings
Alex
G. Stallings
Chief
Accounting Officer