UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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 27, 2017
DCP MIDSTREAM, LP
(Exact name of registrant as specified in its charter)
Delaware | 001-32678 | 03-0567133 |
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
370 17th Street, Suite 2500
Denver, Colorado 80202
(Address of principal executive offices) (Zip Code)
(303) 595-3331
(Registrant’s telephone number, including area code)
Not applicable
(Former name or former address, if changed since last report)
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:
¨ | 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 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)) |
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Effective February 27, 2017, in connection with the closing of the merger between Spectra Energy Corp and Enbridge Inc., Guy Buckley resigned as a member of the Board of Directors (the “Board”) of DCP Midstream GP, LLC (the “General Partner”), the general partner of the general partner of DCP Midstream, LP (the “Partnership”). Also effective as of the same date, DCP Midstream, LLC (“DCP Midstream”), the owner of the General Partner, appointed Vern Yu to the Board as a representative of Enbridge Inc. (“Enbridge”) to fill the vacancy created by the resignation of Mr. Buckley. Mr. Yu has not been appointed to any committee of the Board at this time.
Mr. Yu is Executive Vice President and Chief Development Officer of Enbridge where he leads the corporate planning and development function including strategic planning and investment review and oversees growth platforms including renewable energy and international and energy services. From July 2014 until assuming his current role in May 2016, Mr. Yu served as Senior Vice President, Corporate Planning, and Chief Development Officer and prior to that served as Senior Vice President of Business and Market Development for Enbridge’s Liquids Pipelines division where he was responsible for all business and market development activities for Enbridge’s crude oil infrastructure business. Since joining Enbridge in 1993, Mr. Yu has held a series of roles with increasing responsibility in the corporate and financial areas.
Mr. Yu will not receive compensation for serving on the Board other than through his employment with Enbridge. Mr. Yu does not have any direct or indirect material interest in any transaction, arrangement, or relationship with the General Partner or the Partnership or any director or executive officer of the General Partner or immediate family member thereof.
DCP Midstream owns 100% of the General Partner, which allows it to control the Partnership, and also owns approximately 38.1% of the Partnership. DCP Midstream is a joint venture equally owned by Phillips 66 and Enbridge. For relationships among the Partnership, the General Partner, and DCP Midstream and its affiliates, see Item 13 “Certain Relationships and Related Transactions, and Director Independence”, which is incorporated herein by reference from the Partnership’s Annual Report on Form 10-K, filed with the Securities and Exchange Commission on February 15, 2017.
Item 7.01 Regulation FD Disclosure.
On March 2, 2017, the Partnership issued a press release announcing the resignation of Mr. Buckley and the appointment of Mr. Yu as described in Item 5.02 above. A copy of the press release is furnished as Exhibit 99.1 hereto and the portions thereof relating to the forgoing are incorporated herein by reference.
In accordance with General Instruction B.2 of Form 8-K, the information contained in this Item 7.01, including the press release furnished as Exhibit 99.1 hereto, shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall such information or exhibit be deemed incorporated by reference into any filing under the Securities Act of 1933 or Securities Exchange Act of 1934, each as amended, except as shall be expressly set forth by specific reference in any such filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. | Description |
99.1 | Press release dated March 2, 2017. |
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 hereunto duly authorized.
Date: March 2, 2017 | DCP MIDSTREAM, LP |
By: DCP MIDSTREAM GP, LP | |
its general partner | |
By: DCP MIDSTREAM GP, LLC | |
its general partner | |
By: /s/ Michael S. Richards | |
Michael S. Richards | |
Vice President, Deputy General Counsel and Corporate Secretary | |
EXHIBIT INDEX
Exhibit No. | Description |
99.1 | Press release dated March 2, 2017. |
 | Exhibit 99.1 |
DCP MIDSTREAM ANNOUNCES APPOINTMENT OF NEW DIRECTORS
TO DCP MIDSTREAM AND TO ITS GENERAL PARTNER
DENVER — March 2, 2017 (GLOBE NEWSWIRE) – DCP Midstream, LP (NYSE: DCP) today announced that in connection with the completion of the combination of Enbridge Inc. (TSX, NYSE: ENB) (Enbridge) and Spectra Energy Corp. on February 27, 2017, the following changes were made to the Boards of Directors of DCP’s general partner, DCP Midstream GP, LLC (the General Partner) and to DCP Midstream, LLC, the owner of the General Partner.
Al Monaco, President and Chief Executive Officer of Enbridge, and Bill Yardley, Executive Vice President and President, Gas Transmission and Midstream of Enbridge, will assume the roles of directors of DCP Midstream, LLC. Greg Ebel and Pat Reddy have resigned from their roles as directors of DCP Midstream, LLC.
Vern Yu, Enbridge Executive Vice President and Chief Development Officer has been appointed to the Board of Directors of the General Partner of DCP as a representative of Enbridge and Guy Buckley has resigned from his role as a member of the Board of Directors of the General Partner.
“I’d like to welcome Al, Bill, and Vern to our boards. We are looking forward to their leadership and contributions. I also want to thank Greg, Pat and Guy for their support of DCP in our evolution to become the largest natural gas processor and NGL producer in the country. These leaders have been steadfast advocates of our DCP 2020 strategy as we continue to successfully execute on our commitments," said Wouter van Kempen, Chairman, President and Chief Executive Officer of DCP.
MEDIA RELATIONS: | Roz Elliott |
Phone: | 303-605-1707 |
INVESTOR RELATIONS: | Andrea Attel |
Phone: | 303-605-1741 |
ABOUT DCP MIDSTREAM, LP
DCP Midstream, LP (NYSE: DCP) is a midstream master limited partnership, with a diversified portfolio of assets, engaged in the business of gathering, compressing, treating, processing, transporting, storing and selling natural gas; producing, fractionating, transporting, storing and selling NGLs and recovering and selling condensate. DCP owns and operates more than 60 plants and 64,000 miles of natural gas and natural gas liquids pipelines, with operations in 17 states across major producing regions and leads the midstream segment as the largest natural gas liquids producer, the largest natural gas processor and one of the largest marketers in the U.S. Denver, Colorado based DCP is managed by its general partner, DCP Midstream GP, LP, which is managed by its general partner, DCP Midstream GP, LLC, which is 100% owned by DCP Midstream, LLC. DCP Midstream, LLC is a joint venture between Phillips 66 and Enbridge. For more information, visit the DCP Midstream, LP website at www.dcpmidstream.com.
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