0001209191-14-060461.txt : 20141001 0001209191-14-060461.hdr.sgml : 20141001 20141001135426 ACCESSION NUMBER: 0001209191-14-060461 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20141001 FILED AS OF DATE: 20141001 DATE AS OF CHANGE: 20141001 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Oiltanking Partners, L.P. CENTRAL INDEX KEY: 0001516007 STANDARD INDUSTRIAL CLASSIFICATION: PIPE LINES (NO NATURAL GAS) [4610] IRS NUMBER: 450684578 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 333 CLAY STREET STREET 2: SUITE 2400 CITY: HOUSTON STATE: TX ZIP: 77002 BUSINESS PHONE: 281-457-7900 MAIL ADDRESS: STREET 1: 333 CLAY STREET STREET 2: SUITE 2400 CITY: HOUSTON STATE: TX ZIP: 77002 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Oiltanking GmbH CENTRAL INDEX KEY: 0001524131 STATE OF INCORPORATION: 2M FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35230 FILM NUMBER: 141132492 BUSINESS ADDRESS: STREET 1: ADMIRALITATSTRABE 55 CITY: HAMBURG STATE: 2M ZIP: 50459 BUSINESS PHONE: 281-457-7900 MAIL ADDRESS: STREET 1: 333 CLAY STREET STREET 2: SUITE 2400 CITY: HOUSTON STATE: TX ZIP: 77002 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Oiltanking Holding Americas, Inc. CENTRAL INDEX KEY: 0001523536 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35230 FILM NUMBER: 141132493 BUSINESS ADDRESS: STREET 1: 333 CLAY STREET STREET 2: SUITE 2400 CITY: HOUSTON STATE: TX ZIP: 77002 BUSINESS PHONE: 281-457-7900 MAIL ADDRESS: STREET 1: 333 CLAY STREET STREET 2: SUITE 2400 CITY: HOUSTON STATE: TX ZIP: 77002 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Marquard & Bahls AG CENTRAL INDEX KEY: 0001524341 STATE OF INCORPORATION: 2M FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35230 FILM NUMBER: 141132494 BUSINESS ADDRESS: STREET 1: ADMIRALITATSTRABE 55 CITY: HAMBURG STATE: 2M ZIP: 20459 BUSINESS PHONE: 281-457-7900 MAIL ADDRESS: STREET 1: 333 CLAY STREET STREET 2: SUITE 2400 CITY: HOUSTON STATE: TX ZIP: 77002 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2014-10-01 1 0001516007 Oiltanking Partners, L.P. OILT 0001523536 Oiltanking Holding Americas, Inc. 333 CLAY STREET, SUITE 2400 HOUSTON TX 77002 0 0 0 1 Former 10% owner 0001524131 Oiltanking GmbH 333 CLAY STREET, SUITE 2400 HOUSTON TX 77002 0 0 0 1 Former 10% owner 0001524341 Marquard & Bahls AG 333 CLAY STREET, SUITE 2400 HOUSTON TX 0 0 0 1 Former 10% owner Common Units 2014-10-01 4 S 0 7162064 D 0 D Common Units 2014-10-01 4 S 0 8737738 D 0 I See footnote Subordinated Units 2014-10-01 4 S 0 20915684 A Common Units 0 0 D Subordinated Units 2014-10-01 4 S 0 17984118 A Common Units 0 0 I See footnote This Form 4 is jointly filed by Oiltanking Holding Americas, Inc. ("OTA"), Oiltanking GmbH ("GmbH") and Marquard & Bahls AG ("M&B"). OTA is a wholly owned subsidiary of GmbH, which is a wholly owned subsidiary of M&B. GmbH may be deemed to share beneficial ownership of OTA's interest in Oiltanking Partners, L.P., a Delaware limited partnership (the "Issuer), through its ability to control OTA. M&B may be deemed to share beneficial ownership of OTA's interest in the Issuer through its ability to control GmbH. Prior to the Transaction described in Footnote 3, OTA held 7,162,064 Common Units and 20,915,684 Subordinated Units and OTB Holdco, LLC ("OTB Holdco"), a wholly owned subsidiary of OTA, held 8,737,738 Common Units and 17,984,118 Subordinated Units. OTA may be deemed to share beneficial ownership in OTB Holdco's interest in the Issuer through its ability to control OTB Holdco. The amount of securities beneficially owned prior to the reported transaction has been adjusted to reflect a two-for-one split of the Common and Subordinated Units of the Issuer that became effective on July 14, 2014. On October 1, 2014, Enterprise Products Partners, L.P., a Delaware limited partnership ("Enterprise") acquired all of the issued and outstanding interest in OTLP GP, LLC, a Delaware limited liability company and the general partner of the Issuer, and all of the Common Units and Subordinated Units of the Issuer held by OTA and OTB Holdco in exchange for $2.21 billion of cash and the issuance of 54,807,352 common units representing limited partner interests in Enterprise, pursuant to a Contribution and Purchase Agreement, dated as of October 1, 2014, by and among Enterprise, OTA and OTB Holdco. The Subordinated Units will convert into Common Units on a one-for-one basis at the end of the Subordination Period. The reporting persons' status as an insider terminated on October 1, 2014. /s/ Kenneth F. Owen, President and CEO of Oiltanking Holding Americas, Inc. 2014-10-01 /s/ Claus-Georg Nette, authorized signatory of Oiltanking GmbH 2014-10-01 /s/ Claus-Georg Nette, authorized signatory of Marquard & Bahls AG. 2014-10-01