0001140361-21-037706.txt : 20211112 0001140361-21-037706.hdr.sgml : 20211112 20211112175854 ACCESSION NUMBER: 0001140361-21-037706 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 10 CONFORMED PERIOD OF REPORT: 20211109 FILED AS OF DATE: 20211112 DATE AS OF CHANGE: 20211112 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Control Empresarial de Capitales S.A. de C.V. CENTRAL INDEX KEY: 0001273693 STATE OF INCORPORATION: O5 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36446 FILM NUMBER: 211405291 BUSINESS ADDRESS: STREET 1: INSURGENTES SUR #3500, PB STREET 2: COL. PENA POBRE, DELEGACION TLALPAN, CP CITY: MEXICO D.F. STATE: O5 ZIP: 14060 BUSINESS PHONE: 52 55 5625 4961 MAIL ADDRESS: STREET 1: INSURGENTES SUR #3500, PB STREET 2: COL. PENA POBRE, DELEGACION TLALPAN, CP CITY: MEXICO D.F. STATE: O5 ZIP: 14060 FORMER NAME: FORMER CONFORMED NAME: Inversora Carso, S.A. de C.V. DATE OF NAME CHANGE: 20170801 FORMER NAME: FORMER CONFORMED NAME: INMOBILIARIA CARSO S A DE C V DATE OF NAME CHANGE: 20031217 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: PBF Logistics LP CENTRAL INDEX KEY: 0001582568 STANDARD INDUSTRIAL CLASSIFICATION: PIPE LINES (NO NATURAL GAS) [4610] IRS NUMBER: 352470286 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: ONE SYLVAN WAY, SECOND FLOOR CITY: PARSIPPANY STATE: NJ ZIP: 07054 BUSINESS PHONE: 973-455-7500 MAIL ADDRESS: STREET 1: ONE SYLVAN WAY, SECOND FLOOR CITY: PARSIPPANY STATE: NJ ZIP: 07054 4 1 form4.xml FORM 4 X0306 4 2021-11-09 0001582568 PBF Logistics LP PBFX 0001273693 Control Empresarial de Capitales S.A. de C.V. PASEO DE LAS PALMAS 781, PISO 3 LOMAS DE CHAPULTEPEC CIUDAD DE MEXICO O5 11000 MEXICO true true Add'l Rep. Persons-see Ex.99-1 Common Units (as defined in Exhibit 99.1 hereto) 2021-11-09 4 P 0 11000 13.6193 A 7295092 D Weighted average price. These shares were acquired in multiple transactions at prices ranging from $13.6000 to $13.7700 inclusive. The reporting persons undertake to provide the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission (the "SEC"), upon request, full information regarding the shares purchased at each separate price within the range set forth in this footnote (1) to this Form 4. See attached Exhibit 99.1 to this Form 4, which is hereby incorporated herein by reference. *See the Powers of Attorney for the members of the Slim Family and Control Empresarial filed as exhibits 99.2-99.9 to this Form 4. /s/ MARCO ANTONIO SLIM DOMIT, ATTORNEY-IN-FACT 2021-11-12 EX-99.1 2 brhc10030775_ex99-1.htm EXHIBIT 99.1
Exhibit 99.1
 
Name and Address of Additional Reporting Persons:
 
Mr. Carlos Slim Helú, Mr. Carlos Slim Domit, Mr. Marco Antonio Slim Domit, Mr. Patrick Slim Domit, Ms. María Soumaya Slim Domit, Ms. Vanessa Paola Slim Domit and Ms. Johanna Monique Slim Domit (collectively, the “Slim Family”), each with the following address:
 
Paseo de Las Palmas #736
Colonia Lomas de Chapultepec
11000 Ciudad de México, México
 
Explanation of Responses:
 
Beneficial Ownership
 
As of the date of this filing, (i) Control Empresarial de Capitales S.A. de C.V. (“Control Empresarial”), formerly known as Inversora Carso, S.A. de C.V., owns 7,295,092 Common Units representing limited partner interests (the “Common Units”) and (ii) the Slim Family, which are beneficiaries of a Mexican trust that in turn owns all of the issued and outstanding voting equity securities of Control Empresarial, may be deemed to beneficially own indirectly the Common Units beneficially owned by Control Empresarial. The Common Units beneficially owned by Control Empresarial constitute approximately 11.7% of the 62,517,137 issued and outstanding Common Units, as reported in the Form 10-Q filed by the Issuer with the SEC on October 28, 2021. As a result, the Slim Family may also be deemed to beneficially own approximately 11.7% of the 62,517,137 issued and outstanding Common Units, as reported in the Form 10-Q filed by the Issuer with the SEC on October 28, 2021.


 EX-99.2 3 brhc10030775_ex99-2.htm EXHIBIT 99.2
Exhibit 99.2
 
POWER OF ATTORNEY
 
The undersigned hereby constitutes and appoints Javier Foncerrada and Marco Antonio Slim Domit, and each of them singly, as his true and lawful attorney-in-fact and agent, with full power of substitution and resubstitution, to act for him and in his name, place and stead and on his behalf, in any and all capacities, to sign any Form 3, 4 or 5 or Schedule 13D or 13G, and any and all amendments thereto and any other document relating thereto (including any joint filing agreement) (each a “Filing”), relating to his beneficial ownership (direct or indirect) of any securities he may be deemed to beneficially own, and to file on his behalf any such Filings required to be filed pursuant to the United States Securities Exchange Act of 1934, as amended, with the United States Securities and Exchange Commission, hereby granting unto said attorneys-in-fact and agents full power and authority to do and perform any and all acts and things requisite as fully to all intents and purposes as he might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents may lawfully do or cause to be done by virtue hereof, and this power of attorney shall remain in effect until December 31, 2024.
 
November 12, 2021
  
   
 
/s/ Carlos Slim Helú       
 
Carlos Slim Helú
 

 EX-99.3 4 brhc10030775_ex99-3.htm EXHIBIT 99.3
Exhibit 99.3
 
POWER OF ATTORNEY
 
The undersigned hereby constitutes and appoints Javier Foncerrada and Marco Antonio Slim Domit, and each of them singly, as his true and lawful attorney-in-fact and agent, with full power of substitution and resubstitution, to act for him and in his name, place and stead and on his behalf, in any and all capacities, to sign any Form 3, 4 or 5 or Schedule 13D or 13G, and any and all amendments thereto and any other document relating thereto (including any joint filing agreement) (each a “Filing”), relating to his beneficial ownership (direct or indirect) of any securities he may be deemed to beneficially own, and to file on his behalf any such Filings required to be filed pursuant to the United States Securities Exchange Act of 1934, as amended, with the United States Securities and Exchange Commission, hereby granting unto said attorneys-in-fact and agents full power and authority to do and perform any and all acts and things requisite as fully to all intents and purposes as he might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents may lawfully do or cause to be done by virtue hereof, and this power of attorney shall remain in effect until December 31, 2024.
 
November 12, 2021
  
   
 
/s/ Carlos Slim Domit             
 
Carlos Slim Domit


EX-99.4 5 brhc10030775_ex99-4.htm EXHIBIT 99.4
Exhibit 99.4
 
POWER OF ATTORNEY
 
The undersigned hereby constitutes and appoints Javier Foncerrada as his true and lawful attorney-in-fact and agent, with full power of substitution and resubstitution, to act for him and in his name, place and stead and on his behalf, in any and all capacities, to sign any Form 3, 4 or 5 or Schedule 13D or 13G, and any and all amendments thereto and any other document relating thereto (including any joint filing agreement) (each a “Filing”), relating to his beneficial ownership (direct or indirect) of any securities he may be deemed to beneficially own, and to file on his behalf any such Filings required to be filed pursuant to the United States Securities Exchange Act of 1934, as amended, with the United States Securities and Exchange Commission, hereby granting unto said attorneys-in-fact and agents full power and authority to do and perform any and all acts and things requisite as fully to all intents and purposes as he might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents may lawfully do or cause to be done by virtue hereof, and this power of attorney shall remain in effect until December 31, 2024.

November 12, 2021
  
   
 
/s/ Marco Antonio Slim Domit          
 
Marco Antonio Slim Domit
 

 EX-99.5 6 brhc10030775_ex99-5.htm EXHIBIT 99.5
Exhibit 99.5
 
POWER OF ATTORNEY
 
The undersigned hereby constitutes and appoints Javier Foncerrada and Marco Antonio Slim Domit, and each of them singly, as his true and lawful attorney-in-fact and agent, with full power of substitution and resubstitution, to act for him and in his name, place and stead and on his behalf, in any and all capacities, to sign any Form 3, 4 or 5 or Schedule 13D or 13G, and any and all amendments thereto and any other document relating thereto (including any joint filing agreement) (each a “Filing”), relating to his beneficial ownership (direct or indirect) of any securities he may be deemed to beneficially own, and to file on his behalf any such Filings required to be filed pursuant to the United States Securities Exchange Act of 1934, as amended, with the United States Securities and Exchange Commission, hereby granting unto said attorneys-in-fact and agents full power and authority to do and perform any and all acts and things requisite as fully to all intents and purposes as he might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents may lawfully do or cause to be done by virtue hereof, and this power of attorney shall remain in effect until December 31, 2024.
 
November 12, 2021
  
   
 
/s/ Patrick Slim Domit          
 
Patrick Slim Domit


EX-99.6 7 brhc10030775_ex99-6.htm EXHIBIT 99.6
Exhibit 99.6
 
POWER OF ATTORNEY
 
The undersigned hereby constitutes and appoints Javier Foncerrada and Marco Antonio Slim Domit, and each of them singly, as his true and lawful attorney-in-fact and agent, with full power of substitution and resubstitution, to act for him and in his name, place and stead and on his behalf, in any and all capacities, to sign any Form 3, 4 or 5 or Schedule 13D or 13G, and any and all amendments thereto and any other document relating thereto (including any joint filing agreement) (each a “Filing”), relating to his beneficial ownership (direct or indirect) of any securities he may be deemed to beneficially own, and to file on his behalf any such Filings required to be filed pursuant to the United States Securities Exchange Act of 1934, as amended, with the United States Securities and Exchange Commission, hereby granting unto said attorneys-in-fact and agents full power and authority to do and perform any and all acts and things requisite as fully to all intents and purposes as he might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents may lawfully do or cause to be done by virtue hereof, and this power of attorney shall remain in effect until December 31, 2024.
 
November 12, 2021
  
   
 
/s/ María Soumaya Slim Domit          
 
María Soumaya Slim Domit



EX-99.7 8 brhc10030775_ex99-7.htm EXHIBIT 99.7
Exhibit 99.7
 
POWER OF ATTORNEY
 
The undersigned hereby constitutes and appoints Javier Foncerrada and Marco Antonio Slim Domit, and each of them singly, as his true and lawful attorney-in-fact and agent, with full power of substitution and resubstitution, to act for him and in his name, place and stead and on his behalf, in any and all capacities, to sign any Form 3, 4 or 5 or Schedule 13D or 13G, and any and all amendments thereto and any other document relating thereto (including any joint filing agreement) (each a “Filing”), relating to his beneficial ownership (direct or indirect) of any securities he may be deemed to beneficially own, and to file on his behalf any such Filings required to be filed pursuant to the United States Securities Exchange Act of 1934, as amended, with the United States Securities and Exchange Commission, hereby granting unto said attorneys-in-fact and agents full power and authority to do and perform any and all acts and things requisite as fully to all intents and purposes as he might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents may lawfully do or cause to be done by virtue hereof, and this power of attorney shall remain in effect until December 31, 2024.
 
November 12, 2021
  
   
 
/s/ Vanessa Paola Slim Domit          
 
Vanessa Paola Slim Domit


EX-99.8 9 brhc10030775_ex99-8.htm EXHIBIT 99.8
Exhibit 99.8
 
POWER OF ATTORNEY
 
The undersigned hereby constitutes and appoints Javier Foncerrada and Marco Antonio Slim Domit, and each of them singly, as his true and lawful attorney-in-fact and agent, with full power of substitution and resubstitution, to act for him and in his name, place and stead and on his behalf, in any and all capacities, to sign any Form 3, 4 or 5 or Schedule 13D or 13G, and any and all amendments thereto and any other document relating thereto (including any joint filing agreement) (each a “Filing”), relating to his beneficial ownership (direct or indirect) of any securities he may be deemed to beneficially own, and to file on his behalf any such Filings required to be filed pursuant to the United States Securities Exchange Act of 1934, as amended, with the United States Securities and Exchange Commission, hereby granting unto said attorneys-in-fact and agents full power and authority to do and perform any and all acts and things requisite as fully to all intents and purposes as he might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents may lawfully do or cause to be done by virtue hereof, and this power of attorney shall remain in effect until December 31, 2024.
 
November 12, 2021
  
   
 
/s/ Johanna Monique Slim Domit          
 
Johanna Monique Slim Domit


EX-99.9 10 brhc10030775_ex99-9.htm EXHIBIT 99.9
Exhibit 99.9
 
POWER OF ATTORNEY
 
The undersigned, an authorized officer of Control Empresarial de Capitales S.A. de C.V., f/k/a/ Inversora Carso, S.A. de C.V. (the “Company”), hereby constitutes and appoints Javier Foncerrada and Marco Antonio Slim Domit, and each of them singly, as the Company’s true and lawful attorney-in-fact and agent, with full power of substitution and resubstitution, to act for the Company and in the Company’s name, place and stead and on the Company’s behalf, in any and all capacities, to sign any Form 3, 4, or 5 or Schedule 13D or 13G, and any and all amendments thereto and any other document relating thereto (including any joint filing agreement) (each a “Filing”), relating to the Company’s beneficial ownership (direct or indirect) of any securities it may be deemed to beneficially own, and to file on the Company’s behalf any such Filings required to be filed pursuant to the United States Securities Exchange Act of 1934, as amended, with the United States Securities and Exchange Commission, hereby granting unto said attorneys-in-fact and agents, full power and authority to do and perform any and all acts and things requisite as fully to all intents and purposes as the Company might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents may lawfully do or cause to be done by virtue hereof, and this power of attorney shall remain in effect until December 31, 2024.
 
November 12, 2021
  
   
 
CONTROL EMPRESARIAL DE CAPITALES S.A. DE C.V. (f/k/a INVERSORA CARSO, S.A. DE C.V.)
 
/s/ Víctor Manuel Gutierrez Lopez          
 
By: Víctor Manuel Gutierrez Lopez
Title: Attorney-in-Fact
 
Signature Page

           
 
Carlos Slim Helú
        
           
 
Carlos Slim Domit
    
By:
  /s/ Marco Antonio Slim Domit          
         
Marco Antonio Slim Domit
 
Marco Antonio Slim Domit
      
Attorney-in-Fact*
         
November 12, 2021
 
Patrick Slim Domit
        
           
 
María Soumaya Slim Domit
        
           
 
Vanessa Paola Slim Domit
        
           
 
Johanna Monique Slim Domit
        
           
 
CONTROL EMPRESARIAL DE CAPITALES S.A. DE C.V. (f/k/a INVERSORA CARSO, S.A. DE C.V.)
        
           
 
By: Víctor Manuel Gutierrez Lopez
Title: Attorney-in-Fact
        

* See the Joint Filing Agreement among the Slim Family and Control Empresarial (f/k/a Inversora Carso, S.A. de C.V.), filed by the Slim Family and Control Empresarial (f/k/a Inversora Carso, S.A. de C.V.) with the SEC on August 14, 2017 as an exhibit to the initial Schedule 13G in respect of their ownership of the Issuer, which are hereby incorporated herein by reference.