(Edgar Glimpses Via Acquire Media NewsEdge) Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On January 31, 2014, DCP Midstream Partners, LP (the "Partnership") issued a
press release announcing the departure of Rose M. Robeson as the Senior Vice
President and Chief Financial Officer of DCP Midstream GP, LLC (the "General
Partner"), the general partner of the Partnership, and the appointment of Sean
O'Brien as the Group Vice President and Chief Financial Officer of the General
Partner. Mr. O'Brien is currently the Group Vice President and Chief Financial
Officer of DCP Midstream, LLC ("DCP Midstream"), the owner of the General
Partner, and Mr. O'Brien will continue to serve in that position going forward.
Ms. Robeson will provide consulting services to the Partnership and DCP
Midstream for a transition period.
Mr. O'Brien, age 44, is the Group Vice President and Chief Financial Officer of
DCP Midstream and has served in that position since May 2012. Prior to that
time, Mr. O'Brien was Senior Vice President and Treasurer of DCP Midstream from
May 2011 and prior to that he served as Vice President, Financial Planning and
Analysis from September 2009. Prior to joining DCP Midstream in September 2009,
Mr. O'Brien was with Duke Energy Corporation ("Duke Energy") where he served as
General Manager of Financial Planning and Forecasting for Duke Energy's
Commercial Business Unit from May 2006, and prior to that he was Vice President
and Controller of Duke Energy Generation Services from May 2005. Mr. O'Brien
joined Duke Energy in 1997. Mr. O'Brien is a certified public accountant with
over 21 years of experience in the finance area and over 16 years of experience
in the energy industry.
There is no agreement between Mr. O'Brien and any other persons pursuant to
which he was appointed as Group Vice President and Chief Financial Officer of
the General Partner.
Mr. O'Brien also serves as Group Vice President and Chief Financial Officer of
DCP Midstream. Mr. O'Brien will not be an employee of the Partnership and will
not receive any additional compensation for his role as an executive officer of
the General Partner. It is anticipated that the services provided by Mr. O'Brien
to the Partnership will be reimbursed under the Services Agreement between the
Partnership, DCP Midstream and certain of their affiliates. Although the precise
amount of the reimbursement under the Services Agreement has not yet been
determined, the Partnership currently expects it to be less than $300,000 in
DCP Midstream currently owns 100% of the General Partner, which allows it to
control the Partnership, and approximately 22% of the outstanding common units
representing limited partner interests in the Partnership. DCP Midstream is a
joint venture equally owned by Phillips 66 and Spectra. For relationships among
the Partnership, the General Partner, DCP Midstream and its affiliates, please
read Item 13 "Certain Relationships and Related Transactions, and Director
Independence," which is incorporated herein by reference from the Partnership's
annual report on Form 10-K, filed with the Securities and Exchange Commission on
February 27, 2013.
Item 7.01 Regulation FD Disclosure.
On January 31, 2014, the Partnership issued a press release announcing the
appointment of Mr. O'Brien and the departure of Ms. Robeson described in Item
5.02 above. A copy of the press release is furnished as Exhibit 99.1 hereto and
is incorporated by reference herein.
In accordance with General Instruction B.2 of Form 8-K, the press release
furnished as Exhibit 99.1 to this Current Report on Form 8-K shall not be deemed
"filed" for the purposes of Section 18 of the Securities Exchange Act of 1934,
as amended, or otherwise subject to the liabilities of that section, nor shall
such information or exhibit be deemed incorporated by reference into any filing
under the Securities Act of 1933 or Securities Exchange Act of 1934, each as
amended, except as shall be expressly set forth by specific reference in any
--------------------------------------------------------------------------------Item 9.01 Financial Statements and Exhibits.
Exhibit Number Description
99.1 Press Release dated January 31, 2014.