SEC Form 4 · accession 0000899243-17-025865
ANDEAVOR LOGISTICS LP · ANDX
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Tesoro Alaska Pipeline Co LLC
10% Owner
TESORO REFINING & MARKETING Co LLC
10% Owner
Tesoro Logistics GP, LLC
10% Owner
Period of report
Nov 8, 2017
Accepted (ET)
Nov 9, 2017 · 6:50 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001507615
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common units representing limited partnership interestsF1,F2,F3 | Nov 8, 2017 | A | 980,802 | — | A | 97,414,919 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Pursuant to the Contribution, Conveyance and Assumption Agreement dated November 8, 2017 among the Issuer, Tesoro Logistics GP, LLC (the "General Partner"), Andeavor ("Andeavor"), Tesoro Refining & Marketing Company LLC ("TRMC") and Tesoro Logistics Operations LLC, the General Partner agreed to contribute certain assets to the Issuer in exchange for 980,802 common units representing limited partner interests in the Issuer ("Common Units") and approximately $400.5 million in cash.
- F2This Form 4 is filed jointly by the General Partner, TRMC and Tesoro Alaska Company LLC ("Tesoro Alaska"). Andeavor, Tesoro Alaska and TRMC collectively own 100% of the membership interests in the General Partner. Andeavor owns 100% of the securities of each of TRMC and Tesoro Alaska. Tesoro Alaska and TRMC may be deemed to beneficially own the Common Units held directly by the General Partner, but disclaim beneficial ownership of such securities except to the extent of their pecuniary interest therein.
- F3Following the transactions reported on this Form 4, the General Partner directly owns 88,624,852 Common Units, Tesoro Alaska directly owns 571,065 Common Units and TRMC directly owns 8,067,981 Common Units and indirectly owns 151,021 Common Units through its wholly owned subsidiary Carson Cogeneration Company.