UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Form 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of January 2015
Commission File Number 001-35123
Golar LNG Partners LP
(Exact name of Registrant as specified in its Charter)
Par-la-Ville Place
14 Par-la-Ville Road
Hamilton, HM 08, Bermuda
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F. Form 20-F x Form 40-F o
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101 (b)(1). Yes o No x
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101 (b)(7). Yes o No x
ITEM 1—INFORMATION CONTAINED IN THIS FORM 6-K REPORT
Offering of Common Units
In connection with a previously announced public offering (the “Public Offering”) of common units representing limited partner interests (“Common Units”) in Golar LNG Partners LP (the “Partnership”), the Partnership and Golar LNG Limited (“Golar”) entered into an Underwriting Agreement (the “Underwriting Agreement”) with Morgan Stanley & Co. LLC, Merrill Lynch, Pierce, Fenner & Smith Incorporated, Citigroup Global Markets Inc. and Goldman, Sachs & Co. (the “Underwriters”) and certain other parties, pursuant to which Golar agreed to sell, and the Underwriters agreed to buy, 7,170,000 Common Units at a price of $28.93 per Common Unit. The Public Offering is being registered under the Securities Act of 1933, as amended, pursuant to the Partnership’s registration statement on Form F-3 (No. 333-191909). The Public Offering is expected to close on January 14, 2015, subject to customary closing conditions. The Underwriting Agreement is attached hereto as Exhibit 1.1.
THIS REPORT ON FORM 6-K IS HEREBY INCORPORATED BY REFERENCE INTO THE REGISTRATION STATEMENT ON FORM F-3 (NO. 333-181094), ORIGINALLY FILED WITH THE SEC ON MAY 2, 2012 AND THE REGISTRATION STATEMENT ON FORM F-3 (NO. 333-191909), FILED WITH THE SEC ON OCTOBER 25, 2013.
ITEM 6—EXHIBITS
The following exhibits are filed as part of this Report:
1.1 Underwriting Agreement dated January 9, 2015.
5.1 Opinion of Seward & Kissel LLP.
8.1 Opinion of Vinson & Elkins L.L.P. relating to tax matters.
8.2 Opinion of Seward & Kissel LLP relating to tax matters.
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.
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GOLAR LNG PARTNERS LP | |
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Date: January 14, 2015 |
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By: |
/s/ Brian Tienzo |
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Name: Brian Tienzo |
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Title: Principal Financial and Accounting Officer |