0000899243-18-021697.txt : 20180808 0000899243-18-021697.hdr.sgml : 20180808 20180808171445 ACCESSION NUMBER: 0000899243-18-021697 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20180806 FILED AS OF DATE: 20180808 DATE AS OF CHANGE: 20180808 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ANDEAVOR CENTRAL INDEX KEY: 0000050104 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: 001-35143 FILM NUMBER: 181002386 BUSINESS ADDRESS: STREET 1: 19100 RIDGEWOOD PKWY CITY: SAN ANTONIO STATE: TX ZIP: 78259-1828 BUSINESS PHONE: 210 626-6000 MAIL ADDRESS: STREET 1: 19100 RIDGEWOOD PKWY CITY: SAN ANTONIO STATE: TX ZIP: 78259-1828 FORMER NAME: FORMER CONFORMED NAME: TESORO CORP /NEW/ DATE OF NAME CHANGE: 20041108 FORMER NAME: FORMER CONFORMED NAME: TESORO PETROLEUM CORP /NEW/ 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: 001-35143 FILM NUMBER: 181002387 BUSINESS ADDRESS: STREET 1: 19100 RIDGEWOOD PARKWAY CITY: SAN ANTONIO STATE: TX ZIP: 78259 BUSINESS PHONE: 210-626-6000 MAIL ADDRESS: STREET 1: 19100 RIDGEWOOD PARKWAY CITY: SAN ANTONIO STATE: TX ZIP: 78259 FORMER NAME: FORMER CONFORMED NAME: GIANT INDUSTRIES ARIZONA INC DATE OF NAME CHANGE: 19930923 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ANDEAVOR LOGISTICS LP CENTRAL INDEX KEY: 0001507615 STANDARD INDUSTRIAL CLASSIFICATION: PIPE LINES (NO NATURAL GAS) [4610] IRS NUMBER: 274151603 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 19100 RIDGEWOOD PARKWAY CITY: SAN ANTONIO STATE: TX ZIP: 78259 BUSINESS PHONE: 210-626-6000 MAIL ADDRESS: STREET 1: 19100 RIDGEWOOD PARKWAY CITY: SAN ANTONIO STATE: TX ZIP: 78259 FORMER COMPANY: FORMER CONFORMED NAME: TESORO LOGISTICS LP DATE OF NAME CHANGE: 20101210 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2018-08-06 0 0001507615 ANDEAVOR LOGISTICS LP ANDX 0000050104 ANDEAVOR 19100 RIDGEWOOD PARKWAY SAN ANTONIO TX 78259-1828 1 0 1 0 0000912517 Western Refining Southwest, Inc. 1250 WEST WASHINGTON STREET, SUITE 101 PHOENIX AZ 85281 1 0 1 0 Common units representing limited partner interests 2018-08-06 4 A 0 28283742 A 156173128 I See Footnote Pursuant to the Contribution, Conveyance and Assumption Agreement dated August 6, 2018 (the "Contribution Agreement") among Andeavor ("Andeavor"), Western Refining Southwest, Inc. ("WRS") and certain other subsidiaries of Andeavor, on the one hand, and the Issuer and certain subsidiaries of the Issuer, on the other hand, WRS, Andeavor's indirect wholly owned subsidiary, contributed certain assets to the Issuer in exchange for 28,283,742 common units representing limited partner interests in the Issuer ("Common Units") and $300.0 million in cash. Andeavor and its subsidiaries (other than the general partner of the Issuer) have consolidated ownership of all Common Units that they own in WRS as part of an internal reorganization. As a result, 15,620,925 Common Units previously reported as directly owned by Andeavor are now reflected as indirectly owned by Andeavor. Additionally, as a result of the internal reorganization, WRS now also directly and indirectly owns 100% of the membership interests in the General Partner. (Continued from footnote 2) As WRS is an indirect wholly owned subsidiary of Andeavor, Andeavor may be deemed to beneficially own the 88,624,852 Common Units directly owned by the General Partner and the 67,548,276 Common Units owned directly by WRS, but disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein. WRS may be deemed to beneficially own the 88,624,852 Common Units directly owned by the General Partner, but disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein. /s/ Elisa D. Watts, Assistant Secretary of Andeavor 2018-08-08 /s/ Elisa D. Watts, Assistant Secretary of Western Refining Southwest, Inc. 2018-08-08