0000899243-18-006293.txt : 20180305 0000899243-18-006293.hdr.sgml : 20180305 20180305122013 ACCESSION NUMBER: 0000899243-18-006293 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20171110 FILED AS OF DATE: 20180305 DATE AS OF CHANGE: 20180305 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CST BRANDS, LLC CENTRAL INDEX KEY: 0001562039 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-AUTO DEALERS & GASOLINE STATIONS [5500] FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35711 FILM NUMBER: 18665025 BUSINESS ADDRESS: STREET 1: 19500 BULVERDE ROAD STREET 2: SUITE 100 CITY: SAN ANTONIO STATE: TX ZIP: 78259 BUSINESS PHONE: (210) 692-5000 MAIL ADDRESS: STREET 1: 19500 BULVERDE ROAD STREET 2: SUITE 100 CITY: SAN ANTONIO STATE: TX ZIP: 78259 FORMER NAME: FORMER CONFORMED NAME: CST BRANDS, INC. DATE OF NAME CHANGE: 20150813 FORMER NAME: FORMER CONFORMED NAME: CrossAmerica Partners LP DATE OF NAME CHANGE: 20150811 FORMER NAME: FORMER CONFORMED NAME: CST Brands, Inc. DATE OF NAME CHANGE: 20130128 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CST USA INC. CENTRAL INDEX KEY: 0001586474 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35711 FILM NUMBER: 18665023 BUSINESS ADDRESS: STREET 1: ONE VALERO WAY, BUILDING D, SUITE 200 CITY: SAN ANTONIO STATE: TX ZIP: 78249 BUSINESS PHONE: 210-692-5000 MAIL ADDRESS: STREET 1: ONE VALERO WAY, BUILDING D, SUITE 200 CITY: SAN ANTONIO STATE: TX ZIP: 78249 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CST Services LLC CENTRAL INDEX KEY: 0001586471 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35711 FILM NUMBER: 18665024 BUSINESS ADDRESS: STREET 1: ONE VALERO WAY, BUILDING D, SUITE 200 CITY: SAN ANTONIO STATE: TX ZIP: 78249 BUSINESS PHONE: 210-692-5000 MAIL ADDRESS: STREET 1: ONE VALERO WAY, BUILDING D, SUITE 200 CITY: SAN ANTONIO STATE: TX ZIP: 78249 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CIRCLE K STORES INC CENTRAL INDEX KEY: 0001278166 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35711 FILM NUMBER: 18665026 BUSINESS ADDRESS: STREET 1: C/O ALIMENTATION COUCHE TARD INC STREET 2: 1600 ST MARTIN BLVD TOWER B STE 200 CITY: LAVAL QUEBEC STATE: A8 ZIP: 00000 BUSINESS PHONE: 4506626632 MAIL ADDRESS: STREET 1: C/O ALIMENTATION COUCHE TARD INC STREET 2: 1600 ST MARTIN BLVD TOWER B STE 200 CITY: LAVAL QUEBEC STATE: A8 ZIP: 00000 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: CrossAmerica Partners LP CENTRAL INDEX KEY: 0001538849 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-PETROLEUM & PETROLEUM PRODUCTS (NO BULK STATIONS) [5172] IRS NUMBER: 454165414 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 515 HAMILTON ST. STREET 2: SUITE 200 CITY: ALLENTOWN STATE: PA ZIP: 18101 BUSINESS PHONE: 610-625-8000 MAIL ADDRESS: STREET 1: 515 HAMILTON ST. STREET 2: SUITE 200 CITY: ALLENTOWN STATE: PA ZIP: 18101 FORMER COMPANY: FORMER CONFORMED NAME: Lehigh Gas Partners LP DATE OF NAME CHANGE: 20120105 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2017-11-10 0 0001538849 CrossAmerica Partners LP CAPL 0001278166 CIRCLE K STORES INC 1130 WEST WARNER ROAD BUILDING B TEMPE AZ 85284 0 0 1 0 0001562039 CST BRANDS, LLC 19500 BULVERDE ROAD SAN ANTONIO TX 78259 0 0 1 0 0001586471 CST Services LLC ONE VALERO WAY 19500 BULVERDE ROAD SAN ANTONIO TX 78259 0 0 1 0 0001586474 CST USA INC. 19500 BULVERDE ROAD SAN ANTONIO TX 78259 0 0 1 0 Common Units 2017-11-10 4 J 0 126491 26.0889 A 7070010 I See Footnote Circle K Stores Inc. indirectly owns 100% of CST Brands, LLC, the owner of CST USA Inc., which is the parent of CST Services LLC. As a result, Circle K Stores Inc. is deemed the beneficial owner of the CAPL common units owned by CST Services LLC. Pursuant to that certain Amended and Restated Omnibus Agreement (the "Omnibus Agreement") by and among CrossAmerica Partners LP, a Delaware limited partnership (the "Partnership"), CrossAmerica GP LLC, a Delaware limited liability company and general partner of the Partnership (the "General Partner"), Lehigh Gas Corporation, a Delaware corporation, CST Services LLC, a Delaware limited liability company ("CST Services"), and Joseph V. Topper, J r., the Partnership is required to pay to CST Services a management fee for providing services to the Partnership (the "Management Fee"). The board of directors of the General Partner, based on the approval and recommendation of the independent conflicts committee of the General Partner, determined it is in the best interests of the Partnership to pay the Management Fee to CST Services in whole or in part in newly issued common units representing limited partner interests in the Partnership ("Common Units") in lieu of cash. Pursuant to the Omnibus Agreement, the price of the acquired Common units was determined using a 20-day trailing volume weighted average price ending on the business day prior to the quarterly invoice date of October 30, 2017. CST and CST USA are indirect beneficial owners of the Common Units held by CST Services. /s/ Giovanna Rueda, Authorized Representative of Circle K Stores Inc. 2018-03-05 /s/ Giovanna Rueda, Corporate Secretary CST Brands, LLC 2018-03-05 /s/ Giovanna Rueda, Corporate Secretary of CST USA Inc. 2018-03-05 /s/ Giovanna Rueda, Corporate Secrertary of CST Services LLC 2018-03-05