0001225208-14-009760.txt : 20140402
0001225208-14-009760.hdr.sgml : 20140402
20140402163354
ACCESSION NUMBER: 0001225208-14-009760
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20140331
FILED AS OF DATE: 20140402
DATE AS OF CHANGE: 20140402
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: DCP Midstream Partners, LP
CENTRAL INDEX KEY: 0001338065
STANDARD INDUSTRIAL CLASSIFICATION: NATURAL GAS TRANSMISSION [4922]
IRS NUMBER: 030567133
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 370 17TH STREET
STREET 2: SUITE 2500
CITY: DENVER
STATE: CO
ZIP: 80202
BUSINESS PHONE: 303-633-2900
MAIL ADDRESS:
STREET 1: 370 17TH STREET
STREET 2: SUITE 2500
CITY: DENVER
STATE: CO
ZIP: 80202
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: DCP LP Holdings, LLC
CENTRAL INDEX KEY: 0001346092
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-32678
FILM NUMBER: 14738559
BUSINESS ADDRESS:
STREET 1: 370 17TH STREET
STREET 2: SUITE 2500
CITY: DENVER
STATE: CO
ZIP: 80202
BUSINESS PHONE: 303.633.2900
MAIL ADDRESS:
STREET 1: 370 17TH STREET
STREET 2: SUITE 2500
CITY: DENVER
STATE: CO
ZIP: 80202
FORMER NAME:
FORMER CONFORMED NAME: DCP LP Holdings, LP
DATE OF NAME CHANGE: 20051205
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: DCP MIDSTREAM, LLC
CENTRAL INDEX KEY: 0001119811
STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311]
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-32678
FILM NUMBER: 14738560
BUSINESS ADDRESS:
STREET 1: 370 SEVENTEENTH STREET
STREET 2: SUITE 2775
CITY: DENVER
STATE: CO
ZIP: 80202
BUSINESS PHONE: 3035953331
MAIL ADDRESS:
STREET 1: 370 SEVENTEENTH STREET
STREET 2: SUITE 2500
CITY: DENVER
STATE: CO
ZIP: 80202
FORMER NAME:
FORMER CONFORMED NAME: DUKE ENERGY FIELD SERVICES, LLC
DATE OF NAME CHANGE: 20080124
FORMER NAME:
FORMER CONFORMED NAME: DCP MIDSTREAM, LLC
DATE OF NAME CHANGE: 20080124
FORMER NAME:
FORMER CONFORMED NAME: DUKE ENERGY FIELD SERVICES LLC
DATE OF NAME CHANGE: 20000720
4
1
doc4.xml
X0306
4
2014-03-31
0001338065
DCP Midstream Partners, LP
DPM
0001119811
DCP MIDSTREAM, LLC
370 17TH STREET
SUITE 2500
DENVER
CO
80202
1
0001346092
DCP LP Holdings, LLC
370 17TH STREET
SUITE 2500
DENVER
CO
80202
1
owner
Common Units
2014-03-31
4
P
0
2098674.0000
0.0000
A
2098674.0000
D
Common Units
2014-03-31
4
P
0
1399116.0000
0.0000
A
20223754.0000
I
DCP LP Holdings, LLC
Common Units
2014-03-31
4
P
0
999368.0000
0.0000
A
1887618.0000
I
DCP Midstream GP, LP
On March 31, 2014, in connection with the closing of the transactions contemplated by the Contribution Agreement, dated February 25, 2014, among DCP LP Holdings, LLC ("Holdings"), DCP Midstream GP, LP (the "General Partner"), DCP Midstream, LLC ("Midstream"), and DCP Midstream Partners, LP, the Reporting Persons and certain of their affiliates contributed to the Issuer (i) a 33.33% membership interest in each of two separate NGL pipeline entities, DCP Southern Hills Pipeline, LLC and DCP Sand Hills Pipeline, LLC and (ii) the remaining 20% interest in DCP SC Texas GP, an entity in which the Issuer now owns 100% of the outstanding partnership interests. The consideration for the contribution consisted of $895 million in cash and the issuance of Common Units with an aggregate value of $225 million as follows: 1,399,166 Common Units to Holdings, 999,368 Common Units to the General Partner, and 2,098,674 Common Units to Midstream.
Midstream, as managing member of Holdings, may be deemed to beneficially own indirectly all of the Common Units reported, but it disclaims such beneficial ownership except to the extent of its pecuniary interest therein.
Midstream, as sole member of the general partner of the General Partner, may be deemed to beneficially own indirectly all of the Common Units reported, but it disclaims such beneficial ownership except to the extent of its pecuniary interest therein. Holdings disclaims beneficial ownership of the Common Units beneficially owned directly by the General Partner except to the extent of its pecuniary interest therein.
/s/ Brent L. Backes Group Vice President, General Counsel & Corporate Secretary of DCP Midstream, LLC
2014-04-02
/s/ Brent L. Backes, Group Vice President, General Counsel & Corporate Secretary of DCP LP Holdings, LLC
2014-04-02