SEC Form 4 · accession 0000899243-15-007613
Spectra Energy Partners, LP · SEP
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Spectra Energy Capital, LLC
10% Owner
Spectra Energy Corp.
10% Owner · Other
Spectra Energy Partners GP, LLC
10% Owner
Spectra Energy Partners (DE) GP, LP
10% Owner
Spectra Energy Transmission, LLC
10% Owner
Period of report
Nov 4, 2015
Accepted (ET)
Nov 4, 2015 · 6:44 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001394074
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Units representing limited partner interestsF1,F2,F3,F4,F5 | Nov 4, 2015 | A | 17,114 | — | A | 220,075,648 | I | See footnotes |
| Common Units representing limited partner interestsF1,F2,F3,F5 | Nov 4, 2015 | D | 342 | — | D | 220,075,306 | I | See footnotes |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1On November 4, 2015, in connection with the third closing (the "Third Closing") contemplated by the Contribution Agreement, dated as of August 5, 2013, by and between the Issuer and Spectra Energy Corp ("SE Corp"), as amended by the First Amendment to Contribution Agreement, dated as of October 31, 2013 (such agreement, as amended, the "Contribution Agreement"), the Issuer issued 17,114 common units to Spectra Energy Southeast Supply Header, LLC ("SE SESH") in exchange for its residual 0.1% ownership interest in Southeast Supply Header, LLC. SE SESH is wholly owned by Spectra Energy Transmission, LLC ("SET") and SET is wholly owned by Spectra Energy Capital, LLC ("Spectra Capital"), which is wholly owned by SE Corp.
- F2(Continued from Footnote 1) Also, in connection with the Third Closing, the Issuer issued 342 newly issued general partner units to Spectra Energy Partners (DE) GP, LP (the "General Partner"), in exchange for 342 common units tendered by the General Partner in order to maintain its 2% general partner interest in the Issuer.
- F3SE SESH and the General Partner are both wholly-owned subsidiaries of SE Corp, and the amount of common units beneficially owned by SE Corp gives effect to the reported transactions.
- F4As of November 4, 2015, SET owns a 56.2% LP interest in the Issuer. Spectra Capital owns 100% of SET and SE Corp owns 100% of Spectra Capital. Accordingly, SE Corp, Spectra Capital and SET may be deemed to beneficially own all of the reported securities.
- F5As of November 4, 2015, the General Partner owns a 17.8% LP interest in the Issuer. Spectra Energy Partners GP, LLC ("SEP GP LLC") owns a 1% GP interest in the General Partner, and Spectra Energy Southeast Pipeline Corporation ("SE Southeast Pipeline") owns a 99% LP interest in the General Partner. SE Southeast Pipeline owns 100% of SEP GP LLC, SET owns 100% of SE Southeast Pipeline, Spectra Capital owns 100% of SET, and SE Corp owns 100% of Spectra Capital. Accordingly, SE Corp, Spectra Capital, SET, SE Southeast Pipeline, SEP GP LLC and the General Partner may be deemed to beneficially own some or all of the reported securities.