0000899243-15-007362.txt : 20151102
0000899243-15-007362.hdr.sgml : 20151102
20151102061939
ACCESSION NUMBER: 0000899243-15-007362
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20151030
FILED AS OF DATE: 20151102
DATE AS OF CHANGE: 20151102
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Western Refining Logistics, LP
CENTRAL INDEX KEY: 0001581908
STANDARD INDUSTRIAL CLASSIFICATION: PIPE LINES (NO NATURAL GAS) [4610]
IRS NUMBER: 463205923
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 123 W. MILLS AVENUE
STREET 2: SUITE 200
CITY: EL PASO
STATE: TX
ZIP: 79901
BUSINESS PHONE: 915-534-1400
MAIL ADDRESS:
STREET 1: 123 W. MILLS AVENUE
STREET 2: SUITE 200
CITY: EL PASO
STATE: TX
ZIP: 79901
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Western Refining, Inc.
CENTRAL INDEX KEY: 0001339048
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: 001-36114
FILM NUMBER: 151189096
BUSINESS ADDRESS:
STREET 1: 6500 TROWBRIDGE DRIVE
CITY: EL PASO
STATE: TX
ZIP: 79905
BUSINESS PHONE: (915) 775-3488
MAIL ADDRESS:
STREET 1: 6500 TROWBRIDGE DRIVE
CITY: EL PASO
STATE: TX
ZIP: 79905
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Giant Industries, Inc.
CENTRAL INDEX KEY: 0000856465
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: 001-36114
FILM NUMBER: 151189097
BUSINESS ADDRESS:
STREET 1: 1250 W. WASHINGTON STREET, SUITE 101
CITY: TEMPE
STATE: AZ
ZIP: 85281
BUSINESS PHONE: (602) 286-1401
MAIL ADDRESS:
STREET 1: 1250 W. WASHINGTON STREET, SUITE 101
CITY: TEMPE
STATE: AZ
ZIP: 85281
FORMER NAME:
FORMER CONFORMED NAME: GIANT INDUSTRIES INC
DATE OF NAME CHANGE: 19920703
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Western Refining Southwest, Inc.
CENTRAL INDEX KEY: 0000912517
STATE OF INCORPORATION: AZ
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36114
FILM NUMBER: 151189098
BUSINESS ADDRESS:
STREET 1: 1250 W. WASHINGTON STREET, SUITE 101
CITY: TEMPE
STATE: AZ
ZIP: 85281
BUSINESS PHONE: (602) 286-1401
MAIL ADDRESS:
STREET 1: 1250 W. WASHINGTON STREET, SUITE 101
CITY: TEMPE
STATE: AZ
ZIP: 85281
FORMER NAME:
FORMER CONFORMED NAME: GIANT INDUSTRIES ARIZONA INC
DATE OF NAME CHANGE: 19930923
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2015-10-30
0
0001581908
Western Refining Logistics, LP
WNRL
0000912517
Western Refining Southwest, Inc.
1250 W. WASHINGTON ST., SUITE 101
TEMPE
AZ
85281
0
0
1
1
See Remarks
0000856465
Giant Industries, Inc.
1250 W. WASHINGTON ST., SUITE 101
TEMPE
AZ
85281
0
0
1
1
See Remarks
0001339048
Western Refining, Inc.
123 W. MILLS AVENUE, SUITE 200
EL PASO
TX
79901
0
0
1
1
See Remarks
Common Units representing limited partner interests
2015-10-30
4
P
0
421031
A
8579623
D
TexNew Mex Units
2015-10-30
4
P
0
80000
A
80000
D
This Form 4 is being filed jointly by Western Refining Southwest, Inc. ("WRSW"), Giant Industries, Inc. ("Giant") and Western Refining, Inc. ("Western"). On October 30, 2015, pursuant to that certain Contribution, Conveyance and Assumption Agreement by and among Western, WRSW, the Issuer and Western Refining Logistics GP, LLC, the Issuer acquired from WRSW its 375-mile segment of the TexNew Mex Pipeline, an 80,000 barrel crude oil storage tank located in Star Lake, New Mexico, and certain other related assets, in exchange for consideration comprised of $170 million in cash, the issuance of 421,031 common units representing limited partner interests in the Issuer (the "Common Units") and the issuance of 80,000 units of a newly created class of limited partner interests in the Issuer, referred to as the "TexNew Mex Units" (collectively, the "Acquisition").
WRSW is a wholly owned subsidiary of Giant and Giant is a wholly owned subsidiary of Western. As a result of the Acquisition, Giant and Western may be deemed to beneficially own the units of the Issuer directly owned by WRSW, but disclaim beneficial ownership except to the extent of their pecuniary interest therein.
The rights, preferences and obligations of the TexNew Mex Units are set forth in the Issuer's Second Amended and Restated Agreement of Limited Partnership filed as Exhibit 3.1 to the Issuer's Current Report on Form 8-K on November 2, 2015.
WRSW has the right to appoint all of the directors of the Board of Directors of Western Refining Logistics GP, LLC, the general partner of the Issuer. WRSW is a wholly owned subsidiary of Giant and an indirect wholly owned subsidiary of Western. Therefore, each of Giant, Western and the WRSW may be deemed a director by deputization.
/s/ Gary R. Dalke -Chief Financial Officer of Western Refining Southwest, Inc.
2015-11-02
/s/ Gary R. Dalke -Chief Financial Officer of Giant Industries, Inc.
2015-11-02
/s/ Gary R. Dalke -Chief Financial Officer of Western Refining Inc.
2015-11-02