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)
October 29, 2003
PACIFIC ENERGY PARTNERS, L.P.
(Exact name of registrant as specified in its charter)
Delaware 313345 68-0490580
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(State or other jurisdiction of (Commission (IRS Employer
incorporation or organization) File Number) Identification No.)
5900 Cherry Avenue
Long Beach, CA 90805
(Address of principal executive office)
(562) 728-2800
(Registrant's telephone number, including area code)
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(c) Exhibits.
99.1 Pacific Energy Partners, L.P. Press Release dated October 29,
2003.
ITEM 9. AND 12. REGULATION FD DISCLOSURE; RESULTS OF OPERATIONS AND
FINANCIAL CONDITION.
Attached as Exhibit 99.1 is a copy of a press release, dated October
29, 2003, announcing Pacific Energy Partners, L.P. financial results for the
third quarter of 2003.
In accordance with General Instruction B.2. of Form 8-K and Securities
and Exchange Commission Release No. 33-8176, the above information is being
furnished under Items 9 and 12 of Form 8-K and is not deemed "filed" for
purposes of Section 18 of the Securities Exchange Act of 1934, 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.
A calculation of distributable cash flow for each of the three and nine
months ended September 30, 2003 is presented in the press release included as an
exhibit to this Form 8-K. Distributable cash flow is a non-generally accepted
accounting principle financial measure. The amounts included in the calculation
of this financial measure are computed in accordance with generally accepted
accounting principles ("GAAP"), with the exception of maintenance capital
expenditures. Maintenance or sustaining capital expenditures are defined as only
those capital expenditures that do not increase the capacity of an asset or
generate additional revenues or cash flow from operations. The press release
includes a reconciliation of distributable cash flow to net income, which is the
nearest comparable GAAP financial measure.
We believe that investors benefit from having access to the same
financial measures being utilized by management. Distributable cash flow is a
significant metric used by our management to compare cash flows generated by the
partnership to the cash distributions we make to our partners. Using this
metric, management can quickly compute the coverage ratio of these cash flows to
cash distributions. This is an important financial measure for our limited
partners (including public unitholders) since it is an indicator of our success
in providing a cash return on their investment. Specifically, this financial
measure tells investors whether or not the partnership is generating cash flows
at a level that can sustain or support an increase in our quarterly cash
distributions paid to partners. Lastly, distributable cash flow is the
quantitative standard used throughout the investment community with respect to
publicly-traded partnerships.
Several adjustments to net income are required to calculate
distributable cash flow. These adjustments include: (1) the addition of non-cash
depreciation and amortization expense; (2) the addition of non-cash amortization
of debt issue costs, which are included in interest expense; (3) the addition of
non-cash employee compensation under the long-term incentive plan, which is
included in operating costs and general and administrative expense; and (4) the
subtraction of maintenance capital expenditures.
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.
Pacific Energy Partners, L.P.
Dated: October 29, 2003 by: /s/ Gerald A. Tywoniuk
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Senior Vice President, Chief
Financial Officer and Treasurer
Pacific Energy GP, Inc.,
General Partner of
Pacific Energy Partners, L.P.
EXHIBIT INDEX
Exhibit 99.1 -- Pacific Energy Partners, L.P. Press Release dated
October 29, 2003