SEP-2013.12.31 10-K/A

 
 
 
 
 
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-K/A
(Amendment No. 1)
x    ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2013
or
¨    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from              to             
Commission file number 001-33556
 SPECTRA ENERGY PARTNERS, LP
(Exact name of registrant as specified in its charter)
Delaware
  
41-2232463
(State or other jurisdiction of
incorporation or organization)
  
(I.R.S. Employer Identification No.)
 
 
5400 Westheimer Court, Houston, Texas
  
77056
(Address of principal executive offices)
  
(Zip Code)
713-627-5400
(Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
Title of Each Class
  
Name of Each Exchange on Which Registered
Common Units Representing Limited Partner Interests
  
New York Stock Exchange
Securities registered pursuant to Section 12(g) of the Act: None.
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.    Yes  x    No  ¨
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Exchange Act.    Yes  ¨    No  x
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days.    Yes  x    No  ¨
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).    Yes  x    No  ¨
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.  x
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer,” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer  x
 
Accelerated filer  ¨
 
Non-accelerated filer  ¨
 
Smaller reporting company  ¨
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Securities Exchange Act).    Yes  ¨    No  x
Estimated aggregate market value of the Common Units held by non-affiliates of the registrant at June 30, 2013: $2,113,000,000.
At January 31, 2014, there were 284,223,690 Common Units and 5,800,483 General Partner Units outstanding.
 
 
 
 
 



EXPLANATORY NOTE

This Amendment No. 1 on Form 10-K/A amends Spectra Energy Partners LP’s (the “Company's”) Annual Report on Form 10-K for the year ended December 31, 2013, which was filed with the Securities and Exchange Commission on February 28, 2014 (the “Original Filing”).

The sole purpose of this Form 10-K/A is to amend the certification attached as Exhibit 31.2 to the Original Filing to conform to the language set forth in Regulation S-K, Item 601(b)(31).

This Form 10-K/A does not reflect events occurring after the filing of the Original Filing.  The Original Filing is unchanged except as set forth herein.

2


PART IV
Item 15. Exhibits, Financial Statement Schedules.
The following exhibits are filed as part of this Form 10-K/A:

 
 
 
Exhibit No.
 
Exhibit Description
 
 
 
31.1
 
Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (filed herewith).
31.2
 
Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (filed herewith).
 


3


SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
 
 
 
SPECTRA ENERGY PARTNERS, LP
 
 
 
 
 
By:
 
Spectra Energy Partners (DE) GP, LP,
its general partner
 
 
 
 
 
By:
 
Spectra Energy Partners GP, LLC,
its general partner
 
 
 
 
 
 
Date: September 16, 2014
 
 
 
/s/    J. PATRICK REDDY        
 
 
 
 
J. Patrick Reddy
Vice President and Chief Financial Officer



4