SEC Form 4 · accession 0001556766-18-000008
Alon USA Partners, LP · ALDW
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Alon USA Energy, Inc.
10% Owner
Alon Assets, Inc.
10% Owner · Other
Alon USA Capital, Inc.
10% Owner · Other
Alon USA, Inc.
Director · Other
Period of report
Feb 7, 2018
Accepted (ET)
Feb 9, 2018 · 9:11 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001556766
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common UnitsF1,F2,F3,F4 | Feb 7, 2018 | P$0 | 11,529,328 | $0.00 | A | 51,000,000 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1On February 7, 2017, pursuant to the Agreement and Plan of Merger dated as of November 8, 2017 (the "Merger Agreement"), among Delek US Holdings, Inc. ( "Parent"), Sugarland Mergeco, LLC ("Merger Sub"), Alon USA Partners, LP ( "MLP"), and Alon USA Partners GP, LLC ( "MLP GP"), Merger Sub merged with and into MLP, with MLP continuing as the surviving entity (the "Merger"). As a result, MLP is an indirect, wholly owned subsidiary of Parent.
- F2Pursuant to the Merger Agreement, each common unit representing limited partnership interests in MLP other than common units owned by Parent and its affiliates (each, a "MLP Public Unit"), including the Reporting Persons, issued and outstanding immediately prior to the effective time of the Merger was converted into, and became exchangeable for, 0.4900 of a share of validly issued, fully paid and non-assessable Parent share and each such MLP Public Unit was canceled and retired and ceased to exist.
- F3These common units are held by Delek US Energy, Inc. ("DEI"), the sole member of Merger Sub. All of the issued and outstanding capital stock of DEI is owned, beneficially and of record, by Parent
- F4The common units are owned directly by Alon Assets, Inc. ("Alon Assets"), which is a Reporting Person.