SEC Form 4 · accession 0000899243-16-016116
Western Midstream Operating, LP · WES
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
ANADARKO PETROLEUM CORP
10% Owner
WESTERN GAS RESOURCES INC
10% Owner
Western Gas Equity Partners, LP
10% Owner
Western Gas Equity Holdings, LLC
10% Owner
ANADARKO MARCELLUS MIDSTREAM, L.L.C.
10% Owner
APC Midstream Holdings, LLC
10% Owner
Period of report
Mar 14, 2016
Accepted (ET)
Mar 16, 2016 · 4:14 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001414475
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Units representing limited partner interestsF1,F2,F3 | Mar 14, 2016 | P | 1,253,761 | $29.91 | A | 51,307,585 | I | See footnotes |
| Common Units representing limited partner interestsF1,F2,F3 | Mar 14, 2016 | P | 835,841 | $29.91 | A | 52,143,426 | I | See footnotes |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1On March 14, 2016, as partial consideration for an acquisition of assets from Anadarko Petroleum Corporation ("Anadarko"), Western Gas Partners, LP ("WES") issued 1,253,761 common units to an indirect wholly owned subsidiary of Anadarko, APC Midstream Holdings, LLC ("AMH"), at $29.91 per unit, pursuant to a Contribution Agreement dated as of February 24, 2016. Separately, Western Gas Partners, LP issued 835,841 common units to Western Gas Equity Partners, LP at $29.91 per unit, pursuant to a Common Unit Purchase Agreement dated February 24, 2016.
- F2As of March 14, 2016, (i) WGP owns 50,132,046 WES common units and 100% of the membership interests in WES's general partner, Western Gas Holdings, LLC, and AMH owns 1,562,251 WES common units and 11,735,446 Class C units, (ii) Western Gas Resources, Inc. ("WGR") owns (A) all of the membership interests of Western Gas Equity Holdings, LLC ("WGP GP"), the general partner of WGP, (B) 87.3% of the issued and outstanding limited partner interests in WGP, and (Z) 100% of the membership interests in AMH, (iii) WGP GP owns a 0% noneconomic general partner interest in WGP, and (iv) Anadarko Petroleum Corporation ("Anadarko") owns all of the issued and outstanding shares of common stock of WGR. Accordingly, WGP GP, WGR and Anadarko may be deemed to be indirect beneficial owners of any securities held by WGP, and WGR and Anadarko may be deemed to be indirect beneficial owners of any securities held by AMH.
- F3As of March 14, 2016, (i) AMM owns 449,129 WES common units, (ii) Kerr-McGee Worldwide Corporation ("KWC") owns 100% of the membership interests in AMM, (iii) Kerr-McGee Corporation ("KMG") owns 100% of KWC, and (iv) Anadarko owns 100% of KMG. Accordingly, KWC, KMG and Anadarko may be deemed to be indirect beneficial owners of any securities held by AMM.