K-Sea Transportation Partners Lp (Other)
September 19 2007 - 5:10AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM 8-K/A
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of
the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
August 14, 2007
K-SEA
TRANSPORTATION PARTNERS L.P.
(Exact name of
registrant as specified in its charter)
Delaware
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001-31920
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20-0194477
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(State or other
jurisdiction
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(Commission File
Number)
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(IRS Employer
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of
incorporation)
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Identification
No.)
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One Tower Center Boulevard, 17th Floor
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East
Brunswick, New Jersey
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08816
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(Address of
principal executive offices)
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(Zip Code)
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Registrants telephone number, including area code:
(732) 565-3818
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):
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))
EXPLANATORY
NOTE
On August 20, 2007, K-Sea
Transportation Partners L.P., a Delaware limited partnership (the Partnership),
filed a Current Report on Form 8-K (the Initial Report) to report, among
other things, the closing on August 14, 2007 of its purchase of all of the
equity interests of Smith Maritime, Ltd. (Smith Maritime), Go Big Chartering,
LLC (Go Big) and Sirius Maritime LLC (Sirius Maritime and, together with
Smith Maritime and Go Big, the Smith Maritime Group). This Current Report on Form 8-K/A (the Amendment)
amends and supplements the Initial Report to provide the historical and pro
forma financial information required by Item 9.01. No other amendments to the Initial Report are
being made by the Amendment.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(a)
Financial
Statements of Businesses Acquired
The audited combined
financial statements of the Smith Maritime Group at December 31, 2006 and 2005
and for the years ended December 31, 2006, 2005 and 2004 and the unaudited
combined interim financial statements of the Smith Maritime Group at June 30,
2007 and for the six months ended June 30, 2007 and 2006 are filed as Exhibit
99.1 to this report and incorporated herein by this reference.
(b)
Pro
Forma Financial Information
The unaudited pro forma combined
financial information with respect to the acquisition of the Smith Maritime
Group is filed as Exhibit 99.2 to this report and incorporated herein by this
reference.
(d)
Exhibits
The following exhibits are
filed herewith:
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23.1
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Consent of
PricewaterhouseCoopers LLP
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99.1
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Audited combined financial
statements of the Smith Maritime Group at December 31, 2006 and 2005 and for
the years ended December 31, 2006, 2005 and 2004 and the unaudited combined
interim financial statements of the Smith Maritime Group at June 30, 2007 and
for the six months ended June 30, 2007 and 2006.
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99.2
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Unaudited Pro Forma Combined
Financial Information of K-Sea Transportation Partners L.P. as of and for the
year ended June 30, 2007.
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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.
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K-SEA TRANSPORTATION PARTNERS L.P.
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By:
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K-SEA GENERAL PARTNER L.P.,
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its general partner
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By:
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K-SEA GENERAL PARTNER GP
LLC, its general partner
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Date: September 18, 2007
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By:
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/s/
John J.
Nicola
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John J. Nicola
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Chief Financial Officer
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EXHIBIT INDEX
EXHIBIT
NUMBER
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EXHIBIT DESCRIPTION
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23.1
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Consent of PricewaterhouseCoopers LLP
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99.1
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Audited combined financial
statements of the Smith Maritime Group at December 31, 2006 and 2005 and for
the years ended December 31, 2006, 2005 and 2004 and the unaudited combined
interim financial statements of the Smith Maritime Group at June 30, 2007 and
for the six months ended June 30, 2007 and 2006.
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99.2
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Unaudited Pro Forma Combined
Financial Information of K-Sea Transportation Partners L.P. as of and for the
year ended June 30, 2007
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