8-K
filed October 16, 2023, 7:59 PM ET
CIK 0001338065
other material
confidence high
sentiment neutral
materiality 0.65
DCP Midstream redeems Series C Preferred units, delists them, removes independent directors
DCP Midstream, LP
- Redeemed all 7.95% Series C Preferred Units on Oct 16, 2023; NYSE trading suspended and delisted.
- Independent directors Fred J. Fowler, William F. Kimble, Bill W. Waycaster removed from board.
- Entered new Services and Employee Secondment Agreement with Phillips 66 Company, replacing existing agreement.
- Adopted Sixth Restated Partnership Agreement and other governance documents reflecting sole Phillips 66 ownership.
- Written consent from all Common Unit holders approved the services agreement and new partnership agreement.
Key facts
Extracted from this filing and checked against the source text.
Executive change
SEC 8-K Item 5.02
confidence 0.95
Fred J. Fowler was removed as independent director at DCP Midstream, LP.
- Action
- removed
- Role
- independent director
Exact text from the filing
each of the independent directors serving on the Board of Directors, consisting of Fred J. Fowler, William F. Kimble and Bill W. Waycaster, were removed from their respective positions as members of the Board of Directors.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
William F. Kimble was removed as independent director at DCP Midstream, LP.
- Action
- removed
- Role
- independent director
Exact text from the filing
each of the independent directors serving on the Board of Directors, consisting of Fred J. Fowler, William F. Kimble and Bill W. Waycaster, were removed from their respective positions as members of the Board of Directors.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Bill W. Waycaster was removed as independent director at DCP Midstream, LP.
- Action
- removed
- Role
- independent director
Exact text from the filing
each of the independent directors serving on the Board of Directors, consisting of Fred J. Fowler, William F. Kimble and Bill W. Waycaster, were removed from their respective positions as members of the Board of Directors.
View on SEC.gov
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
DCP Midstream, LP: Second Amended and Restated Limited Liability Company Agreement of DCP Midstream GP, LLC replaced the prior LLC agreement (effective 2023-10-16).
- Effective
- 2023-10-16
Exact text from the filing
On October 16, 2023, following the Redemption, DCP Midstream entered into a Second Amended and Restated Limited Liability Company Agreement of DCP Midstream GP, LLC (the “Second Restated GP LLC Agreement”), which amends and restates the Amended and Restated Limited Liability Company Agreement of DCP Midstream GP, LLC, dated as of December 7, 2005, as amended to date, in its entirety.
View on SEC.gov
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
DCP Midstream, LP: Sixth Amended and Restated Agreement of Limited Partnership replaced the Fifth Restated Partnership Agreement (effective 2023-10-16).
- Effective
- 2023-10-16
Exact text from the filing
On October 16, 2023, following the Redemption, Phillips 66 Project Development Inc., a Delaware corporation (“PDI”), DCP Midstream and the General Partner, being the holders of all of the outstanding partnership interests in the Partnership following the Redemption, entered into a Sixth Amended and Restated Agreement of Limited Partnership of DCP Midstream, LP (the “Sixth Restated Partnership Agreement”), which amends and restates the Fifth Amended and Restated Agreement of Limited Partnership of DCP Midstream, LP, dated as of November 6, 2019 (the “Fifth Restated Partnership Agreement”), in its entirety.
View on SEC.gov
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
DCP Midstream, LP: Second Amended and Restated Agreement of Limited Partnership of DCP Midstream GP, LP replaced the First Restated GP Partnership Agreement (effective 2023-10-16).
- Effective
- 2023-10-16
Exact text from the filing
On October 16, 2023, following the Redemption, the General Partner and DCP Midstream entered into a Second Amended and Restated Agreement of Limited Partnership of DCP Midstream GP, LP (the “Second Restated GP Partnership Agreement”), which amends and restates the First Amended and Restated Agreement of Limited Partnership of DCP Midstream GP, LP, dated as of December 7, 2005, in its entirety.
View on SEC.gov
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