SEC Form 4 · accession 0000899243-15-007362
Western Refining Logistics, LP · WNRL
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Giant Industries, Inc.
10% Owner · Other
Western Refining Southwest, Inc.
10% Owner · Other
Western Refining, Inc.
10% Owner · Other
Period of report
Oct 30, 2015
Accepted (ET)
Nov 2, 2015 · 6:19 am EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001581908
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 | Oct 30, 2015 | P$0 | 421,031 | — | A | 8,579,623 | D | |
| TexNew Mex UnitsF1,F3,F2 | Oct 30, 2015 | P$0 | 80,000 | — | A | 80,000 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1This Form 4 is being filed jointly by Western Refining Southwest, Inc. ("WRSW"), Giant Industries, Inc. ("Giant") and Western Refining, Inc. ("Western"). On October 30, 2015, pursuant to that certain Contribution, Conveyance and Assumption Agreement by and among Western, WRSW, the Issuer and Western Refining Logistics GP, LLC, the Issuer acquired from WRSW its 375-mile segment of the TexNew Mex Pipeline, an 80,000 barrel crude oil storage tank located in Star Lake, New Mexico, and certain other related assets, in exchange for consideration comprised of $170 million in cash, the issuance of 421,031 common units representing limited partner interests in the Issuer (the "Common Units") and the issuance of 80,000 units of a newly created class of limited partner interests in the Issuer, referred to as the "TexNew Mex Units" (collectively, the "Acquisition").
- F2WRSW is a wholly owned subsidiary of Giant and Giant is a wholly owned subsidiary of Western. As a result of the Acquisition, Giant and Western may be deemed to beneficially own the units of the Issuer directly owned by WRSW, but disclaim beneficial ownership except to the extent of their pecuniary interest therein.
- F3The rights, preferences and obligations of the TexNew Mex Units are set forth in the Issuer's Second Amended and Restated Agreement of Limited Partnership filed as Exhibit 3.1 to the Issuer's Current Report on Form 8-K on November 2, 2015.
Remarks
WRSW has the right to appoint all of the directors of the Board of Directors of Western Refining Logistics GP, LLC, the general partner of the Issuer. WRSW is a wholly owned subsidiary of Giant and an indirect wholly owned subsidiary of Western. Therefore, each of Giant, Western and the WRSW may be deemed a director by deputization.