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Page 11 - Spectra Energy

SPECTRA ENERGY PARTNERS, LP filed this Form SC 13D/A on 11/30/2017


 

 

This Amendment No. 2 to Schedule 13D updates the information relating to the current beneficial owners and amends Item 4 of the Schedule 13D filed by filed by Spectra Energy Corp (“Spectra Energy”), Spectra Energy Capital, LLC (“SE Capital”), Spectra Energy Transmission, LLC (“SE Transmission”), Spectra Energy Southeast Supply Header, LLC (“SESSH”), Spectra Energy Partners GP, LLC (“SEP GP LLC”), Spectra Energy Partners (DE) GP, LP (“SEP GP”), Enbridge (U.S.) Inc. (“EUSI”), Enbridge US Holdings Inc. (“EUSHI”) and Enbridge Inc. (“Enbridge” and, together with Spectra Energy, SE Capital, SE Transmission, SESSH, SEP GP LLC, SEP GP, EUSI, and EUSHI, the “Reporting Persons”) with the Securities and Exchange Commission on March 9, 2017 (the “Original Schedule 13D”), as amended by Amendment No. 1 to the Original Schedule 13D, filed with the Securities and Exchange Commission on November 2, 2017.

 

Item 4. Purpose of Transaction

 

The information previously provided in response to this Item 4 is hereby amended and supplemented by adding the following paragraphs:

 

On November 29, 2017, Enbridge issued a press release (the “Press Release”) announcing that the Reporting Persons made on that date a formal offer to the Issuer to convert all of the Reporting Persons’ incentive distribution rights and general partner economic interests in the Issuer into a fixed number of additional Common Units and a non-economic general partner interest in the Issuer. A copy of the Press Release is attached as Exhibit (f) hereto and is incorporated by reference in its entirety into this Item 4.

 

There can be no assurance that any discussions that may occur between the Reporting Persons and the Issuer with respect to the Reporting Persons’ offer will result in the entry into a definitive agreement concerning a transaction or, if such a definitive agreement is reached, will result in the consummation of a transaction provided for in such definitive agreement. Discussions concerning a transaction may be terminated at any time and without prior notice. Entry into a definitive agreement concerning a transaction and the consummation of any such transaction is subject to a number of contingencies, which are beyond the control of the Reporting Persons, including the satisfactory completion of due diligence, the approval of the board of directors of SEP GP LLC (the “Issuer Board”), the approval of the conflicts committee established by the Issuer Board, and the satisfaction of any conditions to the consummation of a transaction set forth in any such definitive agreement.

 

The Reporting Persons do not intend to disclose developments with respect to the foregoing unless and until the Issuer Board and the Reporting Persons have approved a specific transaction, if any, and the Reporting Persons and the Issuer have then entered into a definitive agreement to effect such transaction, except as may be required by law. The foregoing is not intended to limit the matters previously disclosed in Item 4 of this Schedule 13D.

 

Item 7. Material to be Filed as Exhibits

 

The information previously provided in response to this Item 7 is hereby amended and supplemented by adding the following:

 

(f)Press Release, dated November 29, 2017.

 

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