Date of Report (Date of earliest event reported)
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November 19, 2018
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TC PipeLines, LP
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(Exact name of registrant as specified in its charter)
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Delaware
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001-35358
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52-2135448
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(State or other jurisdiction
of incorporation) |
(Commission File
Number) |
(IRS Employer
Identification No.) |
700 Louisiana Street, Suite 700
Houston, TX
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77002-2761 |
(Address of principal executive offices)
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(Zip Code)
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Registrant's telephone number, including area code
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(877) 290-2772
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(Former name or former address if changed since last report)
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☐
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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☐
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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☐
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Emerging growth company
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☐
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If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
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☐
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Exhibit No.
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Description
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TC PipeLines, LP
by: TC PipeLines GP, Inc.,
its general partner
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By: /s/ Jon Dobson
Jon Dobson
Secretary
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Exhibit No.
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Description
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1.
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The Service Agreement shall terminate in its entirety immediately upon satisfaction of all of the following conditions:
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a.
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Corporate Authorizations. Company receiving all requisite management, corporate and board approvals for the Termination Offer.
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b.
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Regulatory Approvals. FERC's acceptance of the revised tariff Section 5.1.4 proposed by Company to be part of its Tariff in FERC Docket No. RP19-121-000, in a form and substance satisfactory to Company in its sole discretion.
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c.
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Regulatory Satisfaction. Company satisfying all FERC imposed obligations, conditions, and requirements.
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d.
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Notice to Shipper. Company providing to Shipper a written notice of the satisfaction of the conditions set forth in a. through c. above.
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e.
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Satisfaction of Conditions. The conditions set forth in a. through d. above being satisfied on or before December 28, 2018, unless otherwise mutually agreed by the Parties; and Shipper then making a lump sum payment of Ninety-Five Million, Three Hundred Sixty-Five Thousand, Two Hundred Twenty-Seven Dollars $95,365,227.00), representing the value of the future payments under the Service Agreement modified to reflect a net present value discounted at 3.48% as of December 28, 2018.
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2.
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Notwithstanding the termination of the Service Agreement, Shipper shall be liable for all amounts due under the Service Agreement for services rendered by Company prior to the termination thereof.
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3.
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Capitalized terms not defined herein shall have the meaning given to them in the Service Agreement.
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4.
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This Termination Agreement may be executed in counterparts, each of which taken together shall constitute one and the same instrument.
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