0001209191-19-055153.txt : 20191105
0001209191-19-055153.hdr.sgml : 20191105
20191105144840
ACCESSION NUMBER: 0001209191-19-055153
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20190528
FILED AS OF DATE: 20191105
DATE AS OF CHANGE: 20191105
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Malecky Robert A
CENTRAL INDEX KEY: 0001421495
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-09356
FILM NUMBER: 191192902
MAIL ADDRESS:
STREET 1: 9999 HAMILTON BLVD
STREET 2: FIVE TEK PARK
CITY: BREINIGSVILLE
STATE: PA
ZIP: 18031
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
2019-05-28
1
0000805022
BUCKEYE PARTNERS, L.P.
BPL
0001421495
Malecky Robert A
ONE GREENWAY PLAZA
SUITE 600
HOUSTON
TX
77046
0
1
0
0
EVP
Limited Partner Units
2019-05-28
4
P
0
538.2
40.90
A
109302.2
D
Limited Partner Units
2019-08-19
4
P
0
544.2
41.19
A
109846.4
D
Limited Partner Units
2019-11-01
4
D
0
109846.4
41.50
D
0
D
Phantom Units
2019-11-01
4
D
0
11957
41.50
D
Limited Partner Units
11957
0
D
Phantom Units
2019-11-01
4
D
0
7098
41.50
D
Limited Partner Units
7098
0
D
Phantom Units
2019-11-01
4
D
0
7098
41.50
D
Limited Partner Units
7098
0
D
Phantom Units
2019-11-01
4
D
0
7002
41.50
D
Limited Partner Units
7002
0
D
Phantom Units
2019-11-01
4
D
0
5876
41.50
D
Limited Partner Units
5876
0
D
Phantom Units
2019-11-01
4
D
0
5876
41.50
D
Limited Partner Units
5876
0
D
Phantom Units
2019-11-01
4
D
0
5345
41.50
D
Limited Partner Units
5345
0
D
Phantom Units
2019-11-01
4
D
0
5345
41.50
D
Limited Partner Units
5345
0
D
Phantom Units
2019-11-01
4
D
0
5198
41.50
D
Limited Partner Units
5198
0
D
Performance Units
2019-11-01
4
A
0
23915
43.75
A
Limited Partner Units
23915
23915
D
Performance Units
2019-11-01
4
D
0
23915
43.75
D
Limited Partner Units
23915
0
D
Performance Units
2019-11-01
4
A
0
14003
48.29
A
Limited Partner Units
14003
14003
D
Performance Units
2019-11-01
4
D
0
14003
48.29
D
Limited Partner Units
14003
0
D
Performance Units
2019-11-01
4
A
0
10394
53.30
A
Limited Partner Units
10394
10394
D
Performance Units
2019-11-01
4
D
0
10394
53.30
D
Limited Partner Units
10394
0
D
These Limited Partner Units were inadvertently purchased by the reporting person's broker for the purpose of reinvesting distributions and were not matchable against the subsequent sale on November 1, 2019 because the sale was exempt from Section 16(b) pursuant to Rule 16b-3(e) by virtue of having been approved by a committee of the board of directors composed solely of two or more non-employee directors.
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 23,915 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 14,003 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 7, 2017, the Reporting Person was granted 10,394 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 Robert A. Malecky
2019-11-05