SPECTRA ENERGY PARTNERS, LP (NYSE:SEP) Files An 8-K Changes in Control of Registrant

Item5.01. Changes in Control of Registrant.

As previously disclosed in the Current Report on Form 8-K filed
by Spectra Energy Corp, a Delaware corporation (Spectra
Energy), with the Securities and Exchange Commission (the
SEC) on September6, 2016, Spectra Energy entered into an
Agreement and Plan of Merger (the Merger Agreement) with
Enbridge Inc., a Canadian corporation (Enbridge), and Sand
Merger Sub, Inc., a Delaware corporation and a direct wholly
owned subsidiary of Enbridge (Merger Sub).

On February27, 2017 (the Closing Date), upon the terms and
subject to the conditions set forth in the Merger Agreement and
in accordance with the applicable provisions of the Delaware
General Corporation Law, Merger Sub merged with and into Spectra
Energy (the Merger). At the effective time of the Merger
(the Effective Time), the separate corporate existence of
Merger Sub ceased, and Spectra Energy continued its existence
under Delaware law as the surviving corporation (the Surviving
Corporation) in the Merger and a direct wholly owned
subsidiary of Enbridge. As a result of the Merger, each
outstanding share of common stock of Spectra Energy, par value
$0.001 (other than shares owned directly by Spectra Energy,
Enbridge or Merger Sub), was automatically converted into, and
became exchangeable for, 0.984 of a validly issued, fully paid
and non-assessable Enbridge common share.

As a result of the Merger and Spectra Energy becoming a wholly
owned subsidiary of Enbridge, Enbridge controls Spectra Energy
Partners GP, LLC (the General Partner), the general
partner of Spectra Energy Partners (DE) GP, LP, which is the
general partner of Spectra Energy Partners, LP (the
Partnership). Accordingly, Enbridge has the ability to
appoint all of the directors of the Board of Directors of the
General Partner. Spectra Energy Partners (DE) GP, LP has neither
a board of directors nor officers, and acts solely through its
general partner, the General Partner.

The information set forth in Item 5.02 of this Current Report on
Form 8-K is incorporated herein by reference.

Item5.02. Departure of Directors or Certain Officers;
Election of Directors; Appointment of Certain Officers;
Compensatory Arrangements of Certain Officers.

In connection with the Merger, and at the Effective Time, the
following directors of the General Partner voluntarily resigned
from the Board of the Directors of the General Partner: Dorothy
M. Ables, Julie A. Dill, Gregory L. Ebel and Fred J. Fowler.
These resignations were not a result of any disagreements between
the General Partner and any of the resigning directors on any
matter relating to the General Partners or the Partnerships
operations, policies or practices. William T. Yardley, Nora Mead
Brownell, and JD Woodward, III will continue to serve as
directors of the General Partner. Following the Effective Time,
Mr.Yardley will assume the roles of Chairman and President of the
General Partner.

Director Appointments

Following the Effective Time, the following individuals were
appointed to the Board of Directors of the General Partner:
Michael G. Morris, Laura Buss Sayavedra, John K. Whelen and Vern
D. Yu.

Michael G. Morris, 70, was appointed as a Director of Spectra
Energy in 2013. Mr.Morris retired as Chairman of American
Electric Power Company, Inc. (AEP) in December 2013 and as
Chief Executive Officer of AEP in November 2011. He served as a
director of AEP until April 2014. Mr.Morris joined AEP as
Chairman, President and Chief Executive Officer in January 2004.
Prior to joining AEP, Mr.Morris was Chairman, President and Chief
Executive Officer of Northeast Utilities System from 1997 to
2003. Mr.Morris is a seasoned executive who has been responsible
for the management of complex, regulated business operations in
the energy industry.

Laura Buss Sayavedra, 49, has also following the Effective Time
been appointed by the Board of Directors of the General Partner
as Vice President of Sponsored Vehicles of the General Partner.
Ms.Sayavedra served as Vice President and Treasurer for Spectra
Energy from January 2014 to February 2017. Ms.Sayavedra
previously served as Vice President-Strategy for Spectra Energy
in 2013, as Vice President and Chief Financial Officer of the
General Partner from 2008 to 2013, and as Vice President,
Strategic Development and Analysis of Spectra Energy from 2007 to
2008. Prior to that, Ms.Sayavedra served as a Vice President of
Operations Analytics of Duke Energy North America, and also
served in various finance and business development roles of
increasing responsibility.

John K. Whelen, 57, was appointed Executive Vice President and
Chief Financial Officer of Enbridge in October 2014. Previously
Enbridges Senior Vice President and Controller, Mr.Whelen
retained executive leadership for Enbridges financial reporting
function, while assuming responsibility for Enbridges tax and
treasury functions. Mr.Whelen has been part of Enbridge since
1992, when he assumed the Manager of Treasury role at Consumers
Gas (now Enbridge Gas Distribution). Mr.Whelen has developed
extensive experience in capital markets during his time at
Enbridge.

Vern D. Yu, 50, has also following the Effective Time been
appointed by the Board of Directors of the General Partner as
Chief Development Officer of the General Partner. Mr.Yu was
appointed Executive Vice President and Chief Development Officer
of Enbridge in May 2016, leading Enbridges Corporate Development
team. Previously, Mr.Yu served as Senior Vice President,
Corporate Planning and Chief Development Officer for Enbridge.
Prior to joining Corporate Development, Mr.Yu served as Senior
Vice President of Business and Market Development for Enbridges
Liquids Pipelines division. Mr.Yu has been part of Enbridge for
more than two decades, after joining Enbridge in 1993, and has
held a series of roles with increasing responsibility in
Enbridges corporate and financial areas.

Following the Effective Time, the Audit Committee of the General
Partner will be comprised of Nora Mead Brownell, Michael G.
Morris and JD Woodward, III and the Conflicts Committee of the
General Partner will be comprised of Nora Mead Brownell, Michael
G. Morris and JD Woodward, III.

Directors of the General Partner who are also employees of
Enbridge, or any of its subsidiaries or affiliates, do not
receive additional compensation for service on the General
Partners board of directors. There is no arrangement or
understanding between any of the newly elected directors of the
General Partner and any other person to which such directors were
elected.

In connection with the Merger, and at the Effective Time, the
following officers of the General Partner voluntarily resigned
from their respective roles with the General Partner: Gregory L.
Ebel resigned from his role as President and Chief Executive
Officer; J. Patrick Reddy resigned from his role as Chief
Financial Officer; and Reginald D. Hedgebeth resigned from his
role as General Counsel.

Additional Officer Appointments

In addition, in connection with the Merger, following the
Effective Time, the Board of Directors of the General Partner
appointed the following individuals to the offices indicated:

Wanda M. Opheim, 54, has been appointed Treasurer of the General
Partner. Ms.Opheim was appointed Chief Accounting Officer and
Senior Vice President at Enbridge in October 2016 and also serves
as Chief Financial Officer of Enbridge Income Fund Holdings Inc.
Previously, Ms.Opheim served as Senior Vice President, Finance at
Enbridge until October, 2016 and served as its Vice President of
Corporate Development Planning. Ms.Opheim has also served as
Treasurer of Enbridge Pipelines Inc. and as Vice President of
Treasury Tax at Enbridge. Ms.Opheim has extensive experience
providing advice relevant to corporate and project finance, cash
management, banking, tax planning and reporting.

Allen C. Capps, 46, has been appointed Controller of the General
Partner. Mr.Capps was appointed Vice President and Controller of
Spectra Energy in January 2012. He previously served as Vice
President, Business Development, Storage and Transmission, for
Union Gas from April 2010. Prior to such time, Mr.Capps served as
Vice President and Treasurer for Spectra Energy from December
2007 until April 2010. Mr.Capps has a strong knowledge of the
energy industry and years of experience in senior finance and
treasury roles.

Patrick Hester, 65, has been appointed Vice President, Law of the
General Partner. Mr.Hester was appointed Vice President and
Deputy General Counsel at Spectra Energy in 2014, and its General
Counsel of Northeast in 2009. From November 2008 to March 2009,
Mr.Hester served as an Interim General Counsel of Spectra Energy.
Prior thereto, Mr.Hester served as an Associate General Counsel
of Spectra Energy until November 2008. Mr.Hester served as a
Director of the General Partner from October 2008 to December13,
2013. Mr.Hester joined Algonquin Gas Transmission, LLC (currently
a subsidiary of the Partnership) in 1973 as an Engineer.
Mr.Hester has extensive experience as a legal officer in the
energy industry.

None of the newly appointed officers of the General Partner have
employment contracts with the Partnership. The Partnership does
not directly employ the officers of the General Partner and does
not have control over their compensation. The officers of the
General Partner are employed by Enbridge and its affiliates and
they participate in Enbridge and its affiliates employee benefit
plans and arrangements.

Item8.01. Other Events.

On February27, 2017, the Partnership issued a press release
relating to the consummation of the Merger. The press release is
attached as Exhibit 99.1 hereto and is incorporated herein by
reference.

Item9.01. Financial Statements and Exhibits.

(d) Exhibits

About SPECTRA ENERGY PARTNERS, LP (NYSE:SEP)

Spectra Energy Partners, L.P., through its subsidiaries and equity affiliates, is engaged in the transmission, storage and gathering of natural gas, the transportation and storage of crude oil, and the transportation of natural gas liquids (NGLs). The Company’s segments include U.S. Transmission, Liquids and Other. The U.S. Transmission business primarily provides transmission, storage, and gathering of natural gas for customers in various regions of the northeastern and southeastern United States. The U.S. Transmission segment also processes natural gas on its Texas Eastern system. The Liquids business provides transportation and storage of crude oil for customers in central United States and Canada. The Company has over 15,000 miles of transmission and transportation pipelines, and the storage of natural gas in underground facilities with aggregate working gas storage capacity of approximately 170 billion cubic feet (Bcf) in the United States and Canada.

SPECTRA ENERGY PARTNERS, LP (NYSE:SEP) Recent Trading Information

SPECTRA ENERGY PARTNERS, LP (NYSE:SEP) closed its last trading session down -0.27 at 44.61 with 346,479 shares trading hands.