0001140361-20-004998.txt : 20200305 0001140361-20-004998.hdr.sgml : 20200305 20200305194138 ACCESSION NUMBER: 0001140361-20-004998 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20200303 FILED AS OF DATE: 20200305 DATE AS OF CHANGE: 20200305 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Inversora Carso, 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: 001-35764 FILM NUMBER: 20692251 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: INMOBILIARIA CARSO S A DE C V DATE OF NAME CHANGE: 20031217 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: PBF Energy Inc. CENTRAL INDEX KEY: 0001534504 STANDARD INDUSTRIAL CLASSIFICATION: PETROLEUM REFINING [2911] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1 SYLVAN WAY CITY: PARSIPPANY STATE: NJ ZIP: 07054 BUSINESS PHONE: 973-455-7500 MAIL ADDRESS: STREET 1: 1 SYLVAN WAY CITY: PARSIPPANY STATE: NJ ZIP: 07054 4 1 form4.xml FORM 4 X0306 4 2020-03-03 0001534504 PBF Energy Inc. PBF 0001273693 Inversora Carso, 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 Class A Common Shares (as defined in Exhibit 99.1 hereto) 2020-03-03 4 P 0 100000 20.3668 A 21725901 D Class A Common Shares (as defined in Exhibit 99.1 hereto) 2020-03-03 4 P 0 30000 20.9343 A 21725901 D Weighted average price. These shares were acquired in multiple transactions at prices ranging from $19.8800 to $20.8500 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. Weighted average price. These shares were acquired in multiple transactions at prices ranging from $20.8930 to $21.0000 inclusive. The reporting persons undertake to provide the issuer, any security holder of the issuer, or the staff of the SEC, upon request, full information regarding the shares purchased at each separate price within the range set forth in this footnote (2) to this Form 4. See attached Exhibit 99.1 to this Form 4, which is hereby incorporated herein by reference. /s/ Javier Foncerrada, ATTORNEY-IN-FACT 2020-03-05 EX-99.1 2 ex99_1.htm EXHIBIT 99.1
Exhibit 99.1

Name and Address of Additional Reporting Persons:

The principal business address for each member of the Slim Family is:

Paseo de Las Palmas #736
Colonia Lomas de Chapultepec
11000 Ciudad de México, México

The principal business address for Carso Energy Corp. is:

900 Avenue S
Grand Prairie, Texas 75050

Explanation of Responses:

Beneficial Ownership

As of the date of this filing, (i) Inversora Carso owns 21,725,901 shares of Class A Common Stock, $0.001 par value per share (the “Class A Common Shares”), which are held by Control Empresarial de Capitales S.A. de C.V., a wholly-owned subsidiary of Inversora Carso, 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 Inversora Carso, may be deemed to beneficially own indirectly the Class A Common Shares beneficially owned by Inversora Carso. The Class A Common Shares beneficially owned by Inversora Carso constitute approximately 18.1% of the 119,784,833 issued and outstanding Class A Common Shares, as reported in the Form 10-K filed by the Issuer with the SEC on February 20, 2020. As a result, the Slim Family may also be deemed to beneficially own approximately 18.1% of the 119,784,833 issued and outstanding Class A Common Shares, as reported in the Form 10-K filed by the Issuer with the SEC on February 20, 2020. Carso Energy Corp. is a wholly-owned subsidiary of Carso Electric, S.A. de C.V., a wholly-owned subsidiary of Carso Energy, S.A. de C.V., a subsidiary of Grupo Carso, S.A.B. de C.V. (“Grupo Carso”). The members of the Slim Family are beneficiaries of a Mexican trust which controls Grupo Carso. Carso Energy Corp. may be deemed to be part of a group with Inversora Carso and the Slim Family pursuant to Rule 13d-5(b).
 
Signature Page

 
 
          
 
Carlos Slim Helú
        
             
 
 
          
 
Carlos Slim Domit
  
By:
/s/ Javier Foncerrada
  
         
Javier Foncerrada
  
 
 
      
Attorney-in-Fact*
  
 
Marco Antonio Slim Domit
    
March 5, 2020
  
             
 
 
          
 
Patrick Slim Domit
        
             
 
 
          
 
María Soumaya Slim Domit
        
             
 
 
          
 
Vanessa Paola Slim Domit
        
             
 
 
          
 
Johanna Monique Slim Domit
        
             
 
INVERSORA CARSO, S.A. DE C.V.
        
             
 
 
          
 
By: Armando Ibáñez Vázquez
        
 
Title: Attorney-in-Fact
        
             
 
CARSO ENERGY CORP.
        
             
 
 
          
 
By: Luis Fernando Meillon Del Pando
        
 
Title: Attorney-in-Fact
        

* See the Powers of Attorney for the members of the Slim Family and Inversora Carso, which are filed as exhibits to the Form 4 filed by the Slim Family and Inversora Carso with the SEC on February 12, 2018 in connection with their sale of Class A Common Shares, par value $0.10 per share of The New York Times Company, the Power of Attorney for Carso Energy Corp., filed as Exhibit 99-1 to the Schedule 13G/A filed by the Slim Family, Inversora Carso, and Carso Energy Corp. with the SEC on November 13, 2019 in connection with their ownership of the Issuer, and the Joint Filing Agreement among the Slim Family, Inversora Carso and Carso Energy Corp., filed as Exhibit 99-2 to the Schedule 13G/A filed by the Slim Family, Inversora Carso, and Carso Energy Corp. with the SEC on November 13, 2019 in connection with their ownership of the Issuer, which are hereby incorporated herein by reference.