ANADARKO PETROLEUM CORP 4
Accession 0000899243-19-005978
Filed
Mar 3, 7:00 PM ET
Accepted
Mar 4, 8:54 PM ET
Size
26.3 KB
Accession
0000899243-19-005978
Insider Transaction Report
- Award
Common Units representing limited partner interests
2019-02-28+45,760,201→ 112,585,015 total(indirect: See footnotes) - Disposition to Issuer
Class C units representing limited partner interests
2019-02-28−14,681,388→ 0 total(indirect: See footnotes)→ Common units representing limited partner interests (14,681,388 underlying) - Disposition to Issuer
Common Units representing limited partner interests
2019-02-28−218,209,719→ 0 total(indirect: See footnotes) - Award
Common Units representing limited partner interests
2019-02-28+14,681,388→ 66,824,814 total(indirect: See footnotes) - Award
Common Units representing limited partner interests
2019-02-28+105,624,704→ 218,209,719 total(indirect: See footnotes)
- Award
Common Units representing limited partner interests
2019-02-28+45,760,201→ 112,585,015 total(indirect: See footnotes) - Award
Common Units representing limited partner interests
2019-02-28+105,624,704→ 218,209,719 total(indirect: See footnotes) - Disposition to Issuer
Common Units representing limited partner interests
2019-02-28−218,209,719→ 0 total(indirect: See footnotes) - Disposition to Issuer
Class C units representing limited partner interests
2019-02-28−14,681,388→ 0 total(indirect: See footnotes)→ Common units representing limited partner interests (14,681,388 underlying) - Award
Common Units representing limited partner interests
2019-02-28+14,681,388→ 66,824,814 total(indirect: See footnotes)
- Award
Common Units representing limited partner interests
2019-02-28+14,681,388→ 66,824,814 total(indirect: See footnotes) - Disposition to Issuer
Class C units representing limited partner interests
2019-02-28−14,681,388→ 0 total(indirect: See footnotes)→ Common units representing limited partner interests (14,681,388 underlying) - Disposition to Issuer
Common Units representing limited partner interests
2019-02-28−218,209,719→ 0 total(indirect: See footnotes) - Award
Common Units representing limited partner interests
2019-02-28+105,624,704→ 218,209,719 total(indirect: See footnotes) - Award
Common Units representing limited partner interests
2019-02-28+45,760,201→ 112,585,015 total(indirect: See footnotes)
- Award
Common Units representing limited partner interests
2019-02-28+14,681,388→ 66,824,814 total(indirect: See footnotes) - Award
Common Units representing limited partner interests
2019-02-28+105,624,704→ 218,209,719 total(indirect: See footnotes) - Disposition to Issuer
Class C units representing limited partner interests
2019-02-28−14,681,388→ 0 total(indirect: See footnotes)→ Common units representing limited partner interests (14,681,388 underlying) - Disposition to Issuer
Common Units representing limited partner interests
2019-02-28−218,209,719→ 0 total(indirect: See footnotes) - Award
Common Units representing limited partner interests
2019-02-28+45,760,201→ 112,585,015 total(indirect: See footnotes)
- Award
Common Units representing limited partner interests
2019-02-28+105,624,704→ 218,209,719 total(indirect: See footnotes) - Disposition to Issuer
Class C units representing limited partner interests
2019-02-28−14,681,388→ 0 total(indirect: See footnotes)→ Common units representing limited partner interests (14,681,388 underlying) - Disposition to Issuer
Common Units representing limited partner interests
2019-02-28−218,209,719→ 0 total(indirect: See footnotes) - Award
Common Units representing limited partner interests
2019-02-28+14,681,388→ 66,824,814 total(indirect: See footnotes) - Award
Common Units representing limited partner interests
2019-02-28+45,760,201→ 112,585,015 total(indirect: See footnotes)
- Award
Common Units representing limited partner interests
2019-02-28+14,681,388→ 66,824,814 total(indirect: See footnotes) - Award
Common Units representing limited partner interests
2019-02-28+45,760,201→ 112,585,015 total(indirect: See footnotes) - Award
Common Units representing limited partner interests
2019-02-28+105,624,704→ 218,209,719 total(indirect: See footnotes) - Disposition to Issuer
Class C units representing limited partner interests
2019-02-28−14,681,388→ 0 total(indirect: See footnotes)→ Common units representing limited partner interests (14,681,388 underlying) - Disposition to Issuer
Common Units representing limited partner interests
2019-02-28−218,209,719→ 0 total(indirect: See footnotes)
Footnotes (5)
- [F1]On February 27, 2019, (i) Western Gas Equity Partners, LP ("WGP") owned 50,132,046 common units of Western Gas Partners, LP ("WES") and 100% of the membership interests in WES's general partner, Western Gas Holdings, LLC ("WES GP"), and APC Midstream Holdings, LLC ("AMH") owned 1,562,251 WES common units and 14,681,388 Class C units, (ii) Western Gas Resources, Inc. ("WGR") owned (A) all of the membership interests of WGP GP, the general partner of WGP, (B) 77.8% of the issued and outstanding limited partner interests in WGP, and (Z) 100% of the membership interests in AMH, (iii) WGP GP owns a 0% noneconomic general partner interest in WGP, and (iv) Anadarko Petroleum Corporation ("Anadarko") owned all of the issued and outstanding shares of common stock of WGR.
- [F2](Continued from Footnote 1) Accordingly, WGP GP, WGR and Anadarko may be deemed to be indirect beneficial owners of any securities held by WGP, and WGR and Anadarko may be deemed to be indirect beneficial owners of any securities held by AMH. Also prior to the Effective Time, (i) Kerr-McGee Worldwide Corporation ("KWC") owned 449,129 WES common units, (ii) Kerr-McGee Corporation ("KMG") owned 100% of KWC, and (iii) Anadarko owned 100% of KMG. Accordingly, KMG and Anadarko may be deemed to be indirect beneficial owners of any securities held by KWC.
- [F3]On February 28, 2019 (the "Effective Time"), WES and the other parties thereto consummated the transactions contemplated by the Contribution Agreement and Agreement and Plan of Merger (the "Merger Agreement"), dated as of November 7, 2018, by and among WES, WES GP, WGP, WGP GP, Anadarko, Anadarko E&P Onshore LLC, Clarity Merger Sub, LLC and certain other affiliates of Anadarko and WES. Immediately prior to the Effective Time and as contemplated by the Merger Agreement, (i) affiliates of Anadarko contributed certain midstream assets to subsidiaries of WES in exchange for cash and 45,760,201 WES common units (the "Contribution"); (ii) all outstanding Class C Units were converted into WES common units on a one-for-one basis (the "Class C Unit Conversion"); and (iv) the incentive distribution rights ("IDRs") and 2,583,068 general partner units of WES held by WES GP were converted into 105,624,704 WES common units and a non-economic general partner interest in WES (the "IDR Conversion").
- [F4]Upon the Effective Time and as contemplated by the Merger Agreement, (i) 39,384,917 of the 45,760,201 WES common units received as part of the Contribution were converted into WGP common units at a ratio of 1.406 WGP common units for every on WES Common Unit, (ii) all 14,681,388 WES common units issued as part of the Class C Conversion, as well as all other WES common units held by AMH and KWC, were converted into WGP common units at a ratio of 1.525 WGP common units for every WES common unit, (iii) WES common units held by WGP, including the units issued in the IDR Conversion and the remaining units issued as part of the Contribution, continued outstanding as privately held limited partner interests in WES.
- [F5](Continued from Footnote 4) Also following the Effective Time, (i) WES common units, which traded on the New York Stock Exchange ("NYSE") under the symbol "WES" through February 27, 2019, were delisted from the NYSE and ceased trading and (ii) WGP common units, which previously traded on the NYSE under the symbol "WGP" through February 27, 2019, began trading under the symbol "WES" on the NYSE beginning on February 28, 2019.
Documents
Issuer
Western Midstream Operating, LP
CIK 0001414475
Related Parties
1- filerCIK 0000773910
Filing Metadata
- Form type
- 4
- Filed
- Mar 3, 7:00 PM ET
- Accepted
- Mar 4, 8:54 PM ET
- Size
- 26.3 KB