0001123292-13-001597.txt : 20131114 0001123292-13-001597.hdr.sgml : 20131114 20131114172854 ACCESSION NUMBER: 0001123292-13-001597 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20131112 FILED AS OF DATE: 20131114 DATE AS OF CHANGE: 20131114 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Northern Tier Energy LP CENTRAL INDEX KEY: 0001533454 STANDARD INDUSTRIAL CLASSIFICATION: PETROLEUM REFINING [2911] IRS NUMBER: 800763623 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 38C GROVE STREET STREET 2: SUITE 100 CITY: RIDGEFIELD STATE: CT ZIP: 06877 BUSINESS PHONE: (203) 244-6550 MAIL ADDRESS: STREET 1: 38C GROVE STREET STREET 2: SUITE 100 CITY: RIDGEFIELD STATE: CT ZIP: 06877 FORMER COMPANY: FORMER CONFORMED NAME: Northern Tier Energy, Inc. DATE OF NAME CHANGE: 20111025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GINNS JONATHAN J CENTRAL INDEX KEY: 0001162242 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35612 FILM NUMBER: 131221629 MAIL ADDRESS: STREET 1: ACON INVESTMENTS LLC STREET 2: 1133 CONNECTICUT AVENUE, NW SUITE 700 CITY: WASHINGTON STATE: DC ZIP: 20036 4 1 edgar.xml PRIMARY DOCUMENT X0306 4 2013-11-12 1 0001533454 Northern Tier Energy LP NTI 0001162242 GINNS JONATHAN J C/O ACON INVESTMENTS LLC 1133 CONNECTICUT AVENUE, NW, STE 700 WASHINGTON DC 20036 1 0 0 0 Common Units 2013-11-12 4 S 0 35622500 D 0 I See footnotes The securities reported in this statement were held by Northern Tier Holdings LLC ("Holdings"). Northern Tier Investors, LLC ("Investors LLC") is the sole owner of the common interests in Holdings. The sole member of Investors LLC is Northern Tier Investors LP ("Investors LP"). The general partner of Investors LP is NTI GenPar LLC. ACON Refining Partners, L.L.C. ("Refining") owns 48.75% of the Class A common units in Investors LP and 50% of the limited liability company interests in NTI GenPar LLC. AIP V GenPar, L.L.C. ("GenPar") is the managing member of Refining. ACON Funds Management, L.L.C. ("Management") is the managing member of GenPar. Mr. Ginns is a managing member and equity holder of Management. Mr. Ginns disclaims beneficial ownership of the securities reported herein. cont'd: Neither the filing of this statement nor anything herein shall be deemed an admission that Mr. Ginns is, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the beneficial owner of any securities covered by this statement. On November 11, 2013, Holdings contributed all of its common units of the Issuer to a wholly owned subsidiary, NT InterHoldCo LLC ("InterHoldCo"). On November 12, 2013, Holdings sold all of its membership interests in InterHoldCo to Western Refining, Inc. for an aggregate purchase price of $775,000,000. In connection with the disposition by Holdings, Mr. Ginns resigned from the Board of Directors of the Issuer. /s/Barry E. Johnson Title: Attorney-in-Fact 2013-11-14