SEC Form 4 · accession 0001127602-17-009209
Spectra Energy Corp. · SE
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Allen C Capps
Officer — Vice President and Controller
Period of report
Feb 27, 2017
Accepted (ET)
Mar 1, 2017 · 3:39 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001373835
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Feb 27, 2017 | D | 7,364 | — | D | 0 | D | |
| Common StockF2 | Feb 27, 2017 | D | 13,042 | — | D | 0 | I | Retirement Savings Plan |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Performance Shares Feb 2015F2,F3,F4 | — | Feb 27, 2017 | D | 4,150 | D | Feb 17, 2018 | — | Common Stock | 4,150 | 0 | D |
| Performance Shares Feb 2016F5,F2,F3,F4 | — | Feb 27, 2017 | D | 4,500 | D | Feb 16, 2019 | — | Common Stock | 4,500 | 0 | D |
| LTIP Phantom Stock Grant Feb 2015F7,F2,F6 | — | Feb 27, 2017 | D | 2,650 | D | Feb 17, 2018 | Feb 17, 2018 | Common Stock | 2,650 | 0 | D |
| LTIP Phantom Stock Grant Feb 2016F9,F2,F8 | — | Feb 27, 2017 | D | 4,200 | D | Feb 16, 2019 | Feb 16, 2019 | Common Stock | 4,200 | 0 | D |
| LTIP Phantom Stock Grant Feb 2017F9,F2,F10 | — | Feb 27, 2017 | D | 5,550 | D | Feb 14, 2020 | Feb 14, 2020 | Common Stock | 5,550 | 0 | D |
Explanation of responses
- F1Includes shares acquired pursuant to dividend reinvestment.
- F10Each phantom unit represents the economic equivalent of one share of common stock. Upon settlement, the phantom units will be settled (i) 50% in cash and (ii) 50% in shares of the Company's common stock.
- F2At the effective time of the Merger, each issued and outstanding share of the common stock of the Issuer was converted into the right to receive 0.984 an Enbridge common share, with cash paid in lieu of fractional shares, in accordance with the Merger Agreement (the "Merger Consideration").
- F3The number of performance shares that vest is based on the achievement of a specified total shareholder return for Spectra Energy Corp Common Stock.
- F4Expiration date not applicable.
- F5Pursuant to the Merger Agreement, at the effective time of the Merger, each outstanding Post-2015 performance based unit of the Issuer were assumed by Enbridge and automatically converted into a corresponding equity incentive award with respect to Enbridge common shares in accordance with the Merger Agreement.
- F6Each share of phantom stock represents the right to receive the cash value of one share of Spectra Energy Corp Common Stock.
- F7At the effective time of the Merger, each outstanding phantom unit denominated in the common stock of the Issuer was automatically adjusted to represent a phantom unit, on the same terms and conditions as were applicable immediately prior to the effective time of the Merger, denominated in a number of Enbridge common shares in accordance with the Merger Agreement.
- F8Converts to Common Stock on a 1-for-1 basis.
- F9At the effective time of the Merger, each outstanding phantom unit denominated in the common stock of the Issuer was automatically adjusted to represent a phantom unit, on the same terms and conditions as were applicable immediately prior to the effective time of the Merger, denominated in a number of Enbridge common shares in accordance with the Merger Agreement.
Remarks
This Form 4 reports securities disposed pursuant to the terms of an Agreement and Plan of Merger (the "Merger Agreement"), dated as of September 5, 2016, a copy of which is filed as Exhibit 2.1 to the Issuer's Form 8-K filed withthe SEC on September 6, 2016, and by which the Issuer became a wholly owned subsidiary (the "Merger") of Enbridge Inc ("Enbridge") on February 27, 2017 (the "effective time").