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):
December 5, 2005 (December 1, 2005)
SUNOCO LOGISTICS PARTNERS L.P.
(Exact name of registrant as specified in its charter)
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| Delaware
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1-31219
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23-3096839 |
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| (State or other
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(Commission
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(IRS employer |
jurisdiction of
incorporation)
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file number)
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identification
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| 1735 Market Street, Suite LL, Philadelphia, PA 19103-7583 |
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| (Address of principal executive offices) (Zip Code) |
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| (866) 248-4344 |
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| (Registrant’s telephone number, including area code) |
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| NOT APPLICABLE |
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| (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))
TABLE OF CONTENTS
SECTION 1 — REGISTRANT’S BUSINESS AND OPERATIONS
Item 1.01. Entry into a Material Definitive Agreement
Effective December 1, 2005, Sunoco Logistics Partners Operations L.P. (“Borrower”) entered
into the First Amendment to Credit Agreement (the “First Amendment”), by and among the Borrower;
Citibank, N.A., as Administrative Agent; Barclays Bank PLC, as Syndication Agent; and Keybank N.A.,
Sun Trust Bank and Wachovia Bank, N.A., as Co-Documentation Agents; and the other lenders party
thereto.
The First Amendment amends the Borrower’s Credit Agreement, dated as of November 22, 2004 (the
“Credit Agreement”), with various lenders from time to time parties thereto, including among
others, the administrative agent, syndication agent and co-documentation agents identified above as
parties to the First Amendment. The text of the First Amendment is included as Exhibit 10.1
hereto. A copy of the Credit Agreement was filed with the Securities and Exchange Commission on
March 18, 2005, as Exhibit 10.1 to Sunoco Logistics Partners L.P.’s annual report on Form 10-K for
the year ended December 31, 2004. The Borrower is a wholly owned
subsidiary of Sunoco Logistics Partners L.P.
The First Amendment amends the Credit Agreement by adding a new lender, increasing the current
aggregate commitment of lenders to $300 million, and extending the maturity date of the facility to
November 22, 2010. The First Amendment also permits the Borrower to: (1) extend the maturity date
for an additional period of one year, prior to each of the second and third anniversary of the
Credit Agreement effective date; and (2) increase the facility, up to an aggregate amount of $500
million, if it can obtain increased commitments from existing lenders, or the addition of new
lenders.
At the Borrower’s option, advances under the facility may take the form of revolving
borrowings comprised of either base rate loans, or Eurodollar loans, made by the lenders ratably in
accordance with their respective commitments. Eurodollar loans bear interest at an average British
Bankers Association Interest Settlement Rate, plus an applicable rate
ranging from .210% to .575%
(depending on the credit ratings for the Borrower’s senior unsecured long-term debt). These
applicable rates have been reduced from the comparable rates under the existing Credit Agreement.
The Borrower is charged a participation fee with respect to the participation of lenders in
letters of credit. This fee accrues, on the average daily amount of such lender’s letter of credit
exposure, at an applicable rate ranging from .210% to .575% (depending on the credit ratings for
the Borrower’s senior unsecured long-term debt). In addition, the Borrower is charged a facility
fee, at rates ranging from .065% to .175% (depending on the credit ratings for the Borrower’s
senior unsecured long-term debt) on the daily amount of each lender’s commitment (whether used or
unused). These rates have been reduced from the comparable rates under the Credit Agreement.
The foregoing brief description is qualified in its entirety by reference to the First
Amendment, a copy of which is filed herewith as Exhibit 10.1 and is incorporated herein by
reference.