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