SEC Form 3 · accession 0000899243-16-023935
Northern Tier Energy LP · NTI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Western Acquisition Holdings, LLC
10% Owner
Period of report
Jun 23, 2016
Accepted (ET)
Jun 30, 2016 · 6:32 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001533454
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common UnitsF1 | holding | — | — | — | 57,325,033 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1On June 23, 2016, Western Acquisition Co, LLC ("MergerCo"), a wholly-owned indirect subsidiary of Western Refining, Inc. ("WNR"), merged with and into Northern Tier Energy LP ("NTI"), with NTI surviving the merger (the "Merger") as a wholly-owned indirect subsidiary of WNR. All of the limited liability company interests in MergerCo outstanding immediately prior to the effective time of the Merger (the "Effective Time"), which were held by Western Acquisition Holdings, LLC, a wholly-owned direct subsidiary of NT InterHoldCo LLC, were converted into, in the aggregate, the number of NTI common units (excluding any NTI common units already owned by WNR or any of its subsidiaries) issued and outstanding immediately prior to the Effective Time. On June 23, 2016, the last trading day for NTI common units, the closing price of NTI common units was $21.15 per unit and the closing price of WNR's common stock was $20.25.