0001140361-14-043147.txt : 20141121
0001140361-14-043147.hdr.sgml : 20141121
20141121180939
ACCESSION NUMBER: 0001140361-14-043147
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20141119
FILED AS OF DATE: 20141121
DATE AS OF CHANGE: 20141121
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: QR Energy, LP
CENTRAL INDEX KEY: 0001502012
STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311]
IRS NUMBER: 900613069
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 1401 MCKINNEY STREET
STREET 2: SUITE 2400
CITY: HOUSTON
STATE: TX
ZIP: 77010
BUSINESS PHONE: 713-452-2230
MAIL ADDRESS:
STREET 1: 1401 MCKINNEY STREET
STREET 2: SUITE 2400
CITY: HOUSTON
STATE: TX
ZIP: 77010
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: QAB Carried WI, LP
CENTRAL INDEX KEY: 0001508336
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35010
FILM NUMBER: 141244072
BUSINESS ADDRESS:
STREET 1: 1401 MCKINNEY STREET
STREET 2: SUITE 2400
CITY: HOUSTON
STATE: TX
ZIP: 77010
BUSINESS PHONE: 713-452-2200
MAIL ADDRESS:
STREET 1: 1401 MCKINNEY STREET
STREET 2: SUITE 2400
CITY: HOUSTON
STATE: TX
ZIP: 77010
4
1
doc1.xml
FORM 4
X0306
4
2014-11-19
0
0001502012
QR Energy, LP
QRE
0001508336
QAB Carried WI, LP
1401 MCKINNEY STREET
SUITE 2400
HOUSTON
TX
77010
0
0
0
1
Fund Entity
Class C Units
2014-11-19
4
D
0
9246
D
0
D
Common Units
2014-11-19
4
D
0
2405
D
0
D
Pursuant to the Agreement and Plan of Merger dated as of July 23, 2014 (the "Merger Agreement"), by and among QR Energy, LP (the "Partnership"), QRE GP, LLC, Breitburn Energy Partners LP ("Breitburn"), Breitburn GP LLC, and Boom Merger Sub, LLC ("Merger Sub"), Merger Sub merged with and into the Partnership (the "Merger"), with the Partnership surviving the Merger and continuing as a wholly-owned subsidiary of Breitburn. Upon the November 19, 2014 closing of the Merger, each of the Class C Convertible Preferred units of the Partnership ("Class C Units") issued and outstanding immediately prior to the closing was converted into the right to receive cash in an amount equal to (i) $350 million divided by (ii) the number of Class C Units outstanding immediately prior to the closing
Pursuant to the Agreement and Plan of Merger dated as of July 23, 2014 (the "Merger Agreement"), by and among QR Energy, LP (the "Partnership"), QRE GP, LLC, Breitburn Energy Partners LP ("Breitburn"), Breitburn GP LLC, and Boom Merger Sub, LLC ("Merger Sub"), Merger Sub merged with and into the Partnership (the "Merger"), with the Partnership surviving the Merger and continuing as a wholly-owned subsidiary of Breitburn. Upon the November 19, 2014 closing of the Merger, each common unit of the Partnership was converted into the right to receive 0.9856 Breitburn common units, or in the case of fractional Breitburn units, cash (without interest and rounded up to the nearest whole cent) in an amount equal to the product of (i) such fractional part of a Breitburn unit multiplied by (ii) the average closing price for a Breitburn unit as reported on the NASDAQ for the ten consecutive full trading days ending at the close of trading on the full trading day immediately preceding Nov. 19, 2014.
Gregory S. Roden
2014-11-21