0000899243-19-000938.txt : 20190110 0000899243-19-000938.hdr.sgml : 20190110 20190110095858 ACCESSION NUMBER: 0000899243-19-000938 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190110 FILED AS OF DATE: 20190110 DATE AS OF CHANGE: 20190110 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: VALERO ENERGY CORP/TX CENTRAL INDEX KEY: 0001035002 STANDARD INDUSTRIAL CLASSIFICATION: PETROLEUM REFINING [2911] STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36232 FILM NUMBER: 19519467 BUSINESS ADDRESS: STREET 1: P.O. BOX 696000 CITY: SAN ANTONIO STATE: TX ZIP: 78269-6000 BUSINESS PHONE: 2103452000 MAIL ADDRESS: STREET 1: P.O. BOX 696000 CITY: SAN ANTONIO STATE: TX ZIP: 78269-6000 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Valero Terminaling & Distribution Co CENTRAL INDEX KEY: 0001593602 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36232 FILM NUMBER: 19519468 BUSINESS ADDRESS: STREET 1: ONE VALERO WAY CITY: SAN ANTONIO STATE: TX ZIP: 78249 BUSINESS PHONE: 2103452000 MAIL ADDRESS: STREET 1: ONE VALERO WAY CITY: SAN ANTONIO STATE: TX ZIP: 78249 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: VALERO ENERGY PARTNERS GP LLC CENTRAL INDEX KEY: 0001583102 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36232 FILM NUMBER: 19519469 BUSINESS ADDRESS: BUSINESS PHONE: (210) 345-2639 MAIL ADDRESS: STREET 1: P.O. BOX 696000 CITY: SAN ANTONIO STATE: TX ZIP: 78269-6000 FORMER NAME: FORMER CONFORMED NAME: Valero Energy Partners GP LLC DATE OF NAME CHANGE: 20130801 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: VALERO ENERGY PARTNERS LP CENTRAL INDEX KEY: 0001583103 STANDARD INDUSTRIAL CLASSIFICATION: PIPE LINES (NO NATURAL GAS) [4610] IRS NUMBER: 901006559 FISCAL YEAR END: 1231 BUSINESS ADDRESS: BUSINESS PHONE: (210) 345-2639 MAIL ADDRESS: STREET 1: P.O. BOX 696000 CITY: SAN ANTONIO STATE: TX ZIP: 78269-6000 FORMER COMPANY: FORMER CONFORMED NAME: Valero Energy Partners LP DATE OF NAME CHANGE: 20130801 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2019-01-10 0 0001583103 VALERO ENERGY PARTNERS LP VLP 0001035002 VALERO ENERGY CORP/TX ONE VALERO WAY SAN ANTONIO TX 78249 0 0 1 0 0001593602 Valero Terminaling & Distribution Co ONE VALERO WAY SAN ANTONIO TX 78249 0 0 1 0 0001583102 VALERO ENERGY PARTNERS GP LLC ONE VALERO WAY SAN ANTONIO TX 78249 0 0 1 0 Common units representing limited partner interests 2019-01-10 4 J 0 22493484 42.25 A 46768586 I See footnotes This Form 4 is being filed jointly by Valero Energy Corporation ("Valero"), Valero Terminaling and Distribution Company ("VTDC") and Valero Energy Partners GP LLC (the "General Partner"). The common stock of VTDC is owned by various indirect, wholly owned subsidiaries of Valero. On November 8, 2018, for U.S. tax purposes, VTDC contributed (the "Contribution") 1,413,512 common units representing limited partner interests (the "Common Units") in Valero Energy Partners LP (the "Partnership") to Valero Forest Contribution LLC ("Contribution Sub") in exchange for all of the limited liability company interests of Contribution Sub. The Contribution did not result in any change in beneficial ownership of the Common Units owned by either Valero or VTDC. Both the General Partner and Contribution Sub are wholly owned subsidiaries of VTDC. Accordingly, Valero may be deemed to indirectly beneficially own securities of the Partnership owned directly by VTDC, the General Partner and Contribution Sub. Pursuant to the Agreement and Plan of Merger dated as of October 18, 2018, by and among Valero, Forest Merger Sub, LLC ("Merger Sub"), the Partnership and the General Partner, the Merger Sub merged with and into the Partnership (the "Merger"), with the Partnership surviving the Merger and continuing to exist as a Delaware limited partnership. At the at the effective time of the Merger (the "Effective Time"), each Common Unit, other than Common Units owned by Valero and its subsidiaries, was converted into the right to receive $42.25 per Common Unit in cash without any interest thereon and all such Common Units were automatically cancelled and ceased to exist. In certain circumstances, if the General Partner is removed as the general partner of the Partnership, the General Partner will have the right to convert its general partner interest and its incentive distribution rights into Common Units as set forth in the Partnership's partnership agreement. /s/ Ethan A. Jones, Officer 2019-01-10