4//SEC Filing
Tallgrass Holdings, LLC 4
Accession 0000899243-19-007607
CIK 0001633651other
Filed
Mar 12, 8:00 PM ET
Accepted
Mar 13, 7:05 PM ET
Size
17.5 KB
Accession
0000899243-19-007607
Insider Transaction Report
Form 4
Tallgrass Holdings, LLC
10% Owner
Transactions
- Sale
Class B Shares
2019-03-11−24,635,214→ 0 total - Sale
Class A Shares
2019-03-11$22.43/sh−21,751,018$487,875,334→ 0 total - Other
Class A Shares
2019-03-11+21,751,018→ 21,751,018 total - Other
Class B Shares
2019-03-11−21,751,018→ 24,635,214 total - Other
Units in Tallgrass Equity, LLC
2019-03-11−21,751,018→ 24,635,214 total→ Class A Shares (21,751,018 underlying) - Sale
Units in Tallgrass Equity, LLC
2019-03-11−24,635,214→ 0 total→ Class A Shares (24,635,214 underlying)
Footnotes (5)
- [F1]The Class B shares of the Issuer ("Class B Shares") and Units representing limited liability company interests ("Units") in Tallgrass Equity, LLC ("Tallgrass Equity") reported herein were exchanged by Tallgrass Holdings, LLC, a Delaware limited liability company ("Tallgrass Holdings"), upon the exercise of its right to exchange (the "Exchange Right") its Class B Shares and an equivalent number of Units for a like number of Class A shares of the Issuer ("Class A Shares") pursuant to the Second Amended and Restated Agreement of Limited Partnership of the Issuer, dated July 2, 2018 (the "Issuer Limited Partnership Agreement"), and the Second Amended and Restated Limited Liability Company Agreement of Tallgrass Equity, dated May 12, 2015 (the "Tallgrass Equity LLC Agreement").
- [F2](Continued from Footnote 1) This exchange was made as part of the transactions completed by that certain Purchase Agreement (as amended, the "Purchase Agreement"), dated January 30, 2019, by and among Tallgrass Energy Holdings, LLC, a Delaware limited liability company, Tallgrass Holdings and the other Sellers named therein, Prairie ECI Acquiror LP, a Delaware limited partnership ("Up-C Acquiror 1"), Prairie VCOC Acquiror LP, a Delaware limited partnership ("Up-C Acquiror 2" and together with Up-C Acquiror 1, "Up-C Acquirors"), Prairie Non-ECI Acquiror LP, a Delaware limited partnership ("Class A Acquiror"), and the other Purchasers named therein, and the Seller Representatives named therein, as amended.
- [F3]On March 11, 2019, following the exchange described in footnotes 1 and 2, pursuant to the Purchase Agreement and among the other transactions consummated pursuant thereto, Tallgrass Holdings (i) sold to Up-C Acquirors all of the Units and Class B Shares (one Unit and one Class B Share, together, an "Up-C Interest") then owned by Tallgrass Holdings at a price per Up-C Interest of $22.43 and (ii) sold to Class A Acquiror all of the Class A Shares then owned by Tallgrass Holdings at a price per Class A Share of $22.43.
- [F4]Prior to the transactions described in footnotes 1, 2 and 3, pursuant to the Issuer Limited Partnership Agreement and the Tallgrass Equity LLC Agreement, Tallgrass Holdings had the right, from time to time, at Tallgrass Holdings' sole election, to immediately exchange its Class B Shares and an equivalent number of Units for a like number of Class A Shares. As a result, all Class B Shares and Units owned by Tallgrass Holdings, whether or not exchanged, may have been deemed to constitute Class A Shares beneficially owned by Tallgrass Holdings because Tallgrass Holdings had the right to acquire Class A Shares in exchange for such Class B Shares and Units within 60 days at Tallgrass Holdings' sole election.
- [F5]The Units, collectively with the Class B Shares, constitute derivative securities as described herein.
Documents
Issuer
Tallgrass Energy, LP
CIK 0001633651
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001556538
Filing Metadata
- Form type
- 4
- Filed
- Mar 12, 8:00 PM ET
- Accepted
- Mar 13, 7:05 PM ET
- Size
- 17.5 KB