Form 8-K dated October 19, 2007 (October 15, 2007)
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 19, 2007 (October 15,
2007)
GENESIS
ENERGY, L.P.
(Exact
name of registrant as specified in its charter)
|
Delaware
|
1-12295
|
76-0513049
|
|
(State
or other jurisdiction of incorporation or organization)
|
(Commission
File Number)
|
(I.R.S.
Employer Identification No.)
|
|
500
Dallas, Suite 2500, Houston, Texas
|
77002
|
|
(Address
of principal executive offices)
|
(Zip
Code)
|
(713)
860-2500
(Registrant's
telephone number, including area code)
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:
___
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)
Item
1.01. Entry into a Material Definitive Agreement
On
October 15, 2007, Genesis Energy, L.P. executed amendments to agreements
previously entered into with several entities owned and controlled by the
Davison family of Ruston, Louisiana in connection with the completion of our
acquisition (directly and through the acquisition of certain equity interests)
of their energy-related businesses on July 25, 2007. These amendments were
as
follows:
| · |
Amendment
No. 2 to Contribution and Sale
Agreement.
|
| · |
Amendment
No. 1 to Unitholder Rights
Agreement.
|
We
entered into these amendments to extend the latest possible day by which we
are
required to call a special meeting of our unitholders from no later than 120
days after July 25, 2007 to no later than 150 days after July 25, 2007. We
previously agreed to use our commercially reasonable efforts to solicit
unitholder approval of an amendment to our partnership agreement that would
allow the Davison unitholders (who together hold approximately 47.5% of our
oustanding common units) to vote on all matters on which holders of our voting
units have a right to vote, other than matters related to the succession,
election, removal, withdrawal, replacement or substitution of our general
partner. Currently our partnership agreement prohibits voting by unitholders
beneficially owning more than 20% of our outstanding units on the record date
for determining which unitholders have a right to vote.
Copies
of
these amendments are included as exhibits to this Form 8-K.
Item
9.01. Financial Statements and Exhibits
(d)
Exhibits
The
following materials are filed as exhibits to this Current Report on Form
8-K.
Exhibits.
10.1
Amendment
No. 2 to the Contribution and Sale Agreement dated October 15, 2007
10.2
Amendment
No. 1 to the Unitholder Rights Agreement dated October 15, 2007
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.
| |
|
GENESIS
ENERGY, L.P.
(A
Delaware Limited Partnership)
|
| |
By:
|
GENESIS
ENERGY, INC., as General Partner
|
|
Date:
October 19, 2007
|
By:
|
|
| |
|
Ross
A. Benavides
Chief
Financial Officer
|