TC ENERGY CORP — Director's Dealing 2017

Feb 22, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Columbia Pipeline Partners LP (CPPL)
CIK: 0001420783
Period of Report: 2017-02-17

Reporting Person: Columbia Pipeline Group, Inc. (Director, 10% Owner)
Reporting Person: TransCanada PipeLine USA Ltd. (Director, 10% Owner)
Reporting Person: TRANSCANADA PIPELINES LTD (Director, 10% Owner)
Reporting Person: TRANSCANADA CORP (Director, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-02-17	Common units (limited partner interests)	A	53843466	—	Acquired	53843466	Direct
2017-02-17	Common units (limited partner interests)	A	1	—	Acquired	53843466	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-02-17	Subordinated units (limited partner interests)	$	P	46811398	Acquired		Common units (limited partner interests) (46811398)	Direct

Footnotes

F1: The transaction reported occurred in connection with the merger of Columbia Pipeline Partners LP ("CPPL") with Pony Merger Sub LLC ("Merger Sub"), a wholly-owned subsidiary of Columbia Pipeline Group, Inc. ("CPG"), effective February 17, 2017. In consideration for the merger consideration paid by CPG to the holders of CPPL common units, CPPL issued to CPG 53,843,466 CPPL common units.

F2: In connection with the merger discussed in Note 1, the limited liability company interests in Merger Sub issued and outstanding immediately prior to the effective time of the merger were converted into one CPPL common unit.

F3: Each subordinated unit will convert into one common unit at the end of the subordination period described in CPPL's Registration Statement on Form S-1 (File No. 333-198990). The subordinated units have no expiration date. The subordinated units were not affected by the merger.

F4: This Form 4 is being filed jointly by TransCanada PipeLine USA Ltd. ("TransCanada USA"), TransCanada PipeLines Limited ("TPL"), TransCanada Corporation ("TransCanada") and CPG. The common units are owned directly by CPG; the subordinated units are owned directly by Columbia Energy Group, a wholly owned subsidiary of CPG. TransCanada USA wholly owns CPG; TPL wholly owns TransCanada USA; TransCanada wholly owns TPL.