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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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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): February 28, 2006
GLOBAL PARTNERS LP
(Exact name of registrant as specified in its charter)
Delaware 001-32593 74-3140887
(State or Other Jurisdiction of (Commission (IRS Employer
Incorporation or organization) File Number) Identification No.)
P.O. Box 9161
800 South Street
Waltham, Massachusetts 02454-9161
(Address of Principal Executive Offices)
(781) 894-8800
(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 (see General Instruction A.2. below):
[ ] 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))
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ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION
On February 28, 2006, Global Partners LP (the "Partnership") issued a
press release announcing its fourth quarter and full year 2005 financial
results. The press release contains measures that may be deemed non-GAAP
financial measures as defined in Item 10 of Regulation S-K under the Securities
Exchange Act of 1934 (the "Exchange Act"). The most directly comparable
generally accepted accounting principle ("GAAP") financial measures and
information reconciling the GAAP and non-GAAP financial measures are also
included in the press release. A copy of the Partnership's press release is
attached hereto as Exhibit 99.1 and incorporated herein in its entirety.
The information furnished pursuant to Item 2.02 in this report on Form
8-K, including Exhibit 99.1, shall not be deemed to be "filed" for the purposes
of Section 18 of the Exchange Act, or otherwise subject to the liability of that
section, unless the Partnership specifically states that the information is to
be considered "filed" under the Exchange Act or incorporates it by reference
into a filing under the Securities Act of 1933 or the Exchange Act.
ITEM 7.01. REGULATION FD DISCLOSURE
The information set forth under Item 2.02 of this Current Report on Form
8-K is hereby incorporated in Item 7.01 by reference.
The information furnished pursuant to Item 7.01 in this report on Form
8-K, including Exhibit 99.1, shall not be deemed to be "filed" for the purposes
of Section 18 of the Exchange Act, or otherwise subject to the liability of that
section, unless the Partnership specifically states that the information is to
be considered "filed" under the Exchange Act or incorporates it by reference
into a filing under the Securities Act of 1933 or the Exchange Act.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS
(d) Exhibits.
EXHIBIT
NUMBER DESCRIPTION
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99.1 -- Global Partners LP Press Release dated February 28, 2006
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.
GLOBAL PARTNERS LP
By: Global GP LLC,
its general partner
Dated: February 28, 2006 By: /s/ Edward J. Faneuil
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Executive Vice President,
General Counsel and Secretary
EXHIBIT INDEX
EXHIBIT
NUMBER DESCRIPTION
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99.1 -- Global Partners LP Press Release dated February 28, 2006