0001209191-19-054858.txt : 20191104 0001209191-19-054858.hdr.sgml : 20191104 20191104154325 ACCESSION NUMBER: 0001209191-19-054858 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20191101 FILED AS OF DATE: 20191104 DATE AS OF CHANGE: 20191104 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Bohnsack Gary L CENTRAL INDEX KEY: 0001710016 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-09356 FILM NUMBER: 191189589 MAIL ADDRESS: STREET 1: ONE GREENWAY PLAZA STREET 2: SUITE 600 CITY: HOUSTON STATE: TX ZIP: 77046 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: BUCKEYE PARTNERS, L.P. CENTRAL INDEX KEY: 0000805022 STANDARD INDUSTRIAL CLASSIFICATION: PIPE LINES (NO NATURAL GAS) [4610] IRS NUMBER: 232432497 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: ONE GREENWAY PLAZA STREET 2: SUITE 600 CITY: HOUSTON STATE: TX ZIP: 77046 BUSINESS PHONE: 8326158600 MAIL ADDRESS: STREET 1: ONE GREENWAY PLAZA STREET 2: SUITE 600 CITY: HOUSTON STATE: TX ZIP: 77046 FORMER COMPANY: FORMER CONFORMED NAME: BUCKEYE PARTNERS L P DATE OF NAME CHANGE: 19920703 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2019-11-01 1 0000805022 BUCKEYE PARTNERS, L.P. BPL 0001710016 Bohnsack Gary L ONE GREENWAY PLAZA SUITE 600 HOUSTON TX 77046 0 1 0 0 VP, Controller and CAO Limited Partner Units 2019-11-01 4 D 0 3035 41.50 D 0 D Phantom Units 2019-11-01 4 D 0 7156 41.50 D Limited Partner Units 7156 0 D Phantom Units 2019-11-01 4 D 0 6107 41.50 D Limited Partner Units 6107 0 D Phantom Units 2019-11-01 4 D 0 4140 41.50 D Limited Partner Units 4140 0 D Phantom Units 2019-11-01 4 D 0 3865 41.50 D Limited Partner Units 3865 0 D Phantom Units 2019-11-01 4 D 0 3580 41.50 D Limited Partner Units 3580 0 D Phantom Units 2019-11-01 4 D 0 2839 41.50 D Limited Partner Units 2839 0 D Phantom Units 2019-11-01 4 D 0 2839 41.50 D Limited Partner Units 2839 0 D Phantom Units 2019-11-01 4 D 0 2291 41.50 D Limited Partner Units 2291 0 D Phantom Units 2019-11-01 4 D 0 2291 41.50 D Limited Partner Units 2291 0 D Performance Units 2019-11-01 4 A 0 6107 43.75 A Limited Partner Units 6107 6107 D Performance Units 2019-11-01 4 D 0 6107 43.75 D Limited Partner Units 6107 0 D Performance Units 2019-11-01 4 A 0 3580 48.29 A Limited Partner Units 3580 3580 D Performance Units 2019-11-01 4 D 0 3580 48.29 D Limited Partner Units 3580 0 D Performance Units 2019-11-01 4 A 0 4140 50.81 A Limited Partner Units 4140 4140 D Performance Units 2019-11-01 4 D 0 4140 50.81 D Limited Partner Units 4140 0 D On November 1, 2019, affiliates of IFM Global Infrastructure Fund ("IFM") acquired Buckeye Partners, L.P. ("BPL") pursuant to that certain Agreement and Plan of Merger, dated as of May 10, 2019, among BPL, Hercules Intermediate Holdings LLC, a Delaware limited liability company and a wholly owned subsidiary of IFM, Hercules Merger Sub LLC, a Delaware limited liability company and a wholly owned subsidiary of IFM ("Merger Sub"), Buckeye Pipe Line Services Company, a Pennsylvania corporation, and Buckeye GP LLC, a Delaware limited liability company (the "Merger Agreement"). In accordance with the Merger Agreement, BPL will merge with and into Merger Sub (the "Merger") with BPL surviving the Merger as a wholly owned subsidiary of IFM. At the effective time of the Merger, each outstanding limited partnership unit representing limited partner interests in BPL was converted into the right to receive $41.50 in cash, without interest. Pursuant to the Merger Agreement, on November 1, 2019, these phantom units were cancelled in exchange for a cash payment of $41.50 per unit, without interest. Each phantom unit is the economic equivalent of one limited partner unit of BPL. On February 5, 2019, the Reporting Person was granted 6,107 performance units ("Performance Units"). Pursuant to the Merger Agreement, these Performance Units were cancelled in exchange for a cash payment of $41.50 per unit, without interest, plus the value of accumulated but unpaid distribution equivalent rights with respect to such unit as of November 1, 2019. On February 6, 2018, the Reporting Person was granted 3,580 performance units ("Performance Units"). Pursuant to the Merger Agreement, these Performance Units were cancelled in exchange for a cash payment of $41.50 per unit, without interest, plus the value of accumulated but unpaid distribution equivalent rights with respect to such unit as of November 1, 2019. On June 21, 2017, the Reporting Person was granted 4,140 performance units ("Performance Units"). Pursuant to the Merger Agreement, these Performance Units were cancelled in exchange for a cash payment of $41.50 per unit, without interest, plus the value of accumulated but unpaid distribution equivalent rights with respect to such unit as of November 1, 2019. /s/ Todd J. Russo, as attorney-in-fact for Gary L. Bohnsack 2019-11-04