Report of Foreign Issuer (6-k)
November 09 2017 - 9:09AM
Edgar (US Regulatory)
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 November 2017
Commission File Number
001-35866
KNOT Offshore Partners LP
(Translation of registrants name into English)
2
Queens Cross,
Aberdeen, Aberdeenshire
United Kingdom
AB15 4YB
United Kingdom
(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 ☒
Form
40-F ☐
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 ☐ No ☒
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 ☐ No ☒
THIS REPORT ON FORM
6-K
IS HEREBY INCORPORATED BY REFERENCE INTO THE
FOLLOWING REGISTRATION STATEMENT OF THE REGISTRANT:
REGISTRATION STATEMENT ON FORM
F-3
(NO.
333-218254)
ORIGINALLY FILED WITH THE SEC ON MAY 26, 2017
EXHIBITS.
The following exhibits are filed as a part of this report:
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Exhibit
Number
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Exhibit Description
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1.1
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Underwriting Agreement, dated November 6, 2017, among KNOT Offshore Partners LP, KNOT Offshore Partners GP LLC, KNOT Offshore Partners UK LLC and KNOT Shuttle Tankers AS and Merrill Lynch, Pierce, Fenner & Smith
Incorporated, as underwriter
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5.1
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Opinion of Watson Farley & Williams LLP as to the validity of the securities
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8.1
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Opinion of Vinson & Elkins L.L.P. as to certain U.S. federal tax matters
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8.2
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Opinion of Watson Farley & Williams LLP as to certain Marshall Islands tax matters
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8.3
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Opinion of Advokatfirmaet Thommessen AS as to certain Norway tax matters
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99.1
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Press release of the Partnership, dated November 7, 2017
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2
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, thereunto duly authorized.
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KNOT OFFSHORE PARTNERS LP
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Date: November 9, 2017
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By:
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/s/ John Costain
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Name: John Costain
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Title: Chief Executive Officer and Chief Financial Officer
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3
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