SEC Form 4 · accession 0000899243-16-029173
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
Western Acquisition Holdings, LLC
10% Owner · Other
Period of report
Sep 15, 2016
Accepted (ET)
Sep 16, 2016 · 7:10 pm EDT
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 | Sep 15, 2016 | P$0 | 628,224 | — | A | 628,224 | I | Through St. Paul Park Refining Co. LLC |
| Common Units representing limited partner interests | holding | — | — | — | 8,579,623 | D | ||
| TexNew Mex Units | holding | — | — | — | 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"), Western Acquisition Holdings, LLC ("WAH"), Giant Industries, Inc. ("Giant") and Western Refining, Inc. ("Western"). On September 15, 2016, pursuant to that certain Contribution, Conveyance and Assumption Agreement by and among Western, St. Paul Park Refining Co. LLC ("SPPR"), the Issuer and Western Refining Logistics GP, LLC, the Issuer acquired from SPPR certain storage, terminalling and other logistics assets, in exchange for total consideration of $210 million, comprised of $195 million in cash and 628,224 common units (the "Common Units") representing limited partner interests in the Issuer (the "Acquisition").
- F2SPPR is an indirect wholly owned subsidiary of WRSW. WAH owns approximately 61.3% of the outstanding shares of WRSW and is a wholly owned subsidiary of Giant, which is a wholly owned subsidiary of Western. Giant directly owns approximately 38.7% of the outstanding shares of WRSW. As a result of the Acquisition, WRSW, WAH, Giant and Western may be deemed to beneficially own the Common Units of the Issuer directly owned by SPPR, but disclaim beneficial ownership except to the extent of their pecuniary interest therein.
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. WAH has a controlling interest in WRSW and WAH is a wholly owned subsidiary of Giant, which is an indirect wholly owned subsidiary of Western. Therefore, each of WAH, Giant, Western and WRSW may be deemed a director by deputization.