4//SEC Filing
BP Pipelines (North America) Inc. 4
Accession 0001719209-21-000002
CIK 0001708301other
Filed
Feb 11, 7:00 PM ET
Accepted
Feb 12, 4:21 PM ET
Size
12.5 KB
Accession
0001719209-21-000002
Insider Transaction Report
Form 4
BP Pipelines (North America) Inc.
Director10% Owner
Transactions
- Conversion
Common Units representing limited partner interests
2021-02-12+52,375,535→ 56,956,712 total(indirect: See footnotes) - Conversion
Subordinated Units representing limited partner interests
2021-02-12−52,375,535→ 0 total(indirect: See footnotes)→ Common Units representing limited partner interests (52,375,535 underlying)
BP Midstream Partners Holdings LLC
10% Owner
Transactions
- Conversion
Common Units representing limited partner interests
2021-02-12+52,375,535→ 56,956,712 total(indirect: See footnotes) - Conversion
Subordinated Units representing limited partner interests
2021-02-12−52,375,535→ 0 total(indirect: See footnotes)→ Common Units representing limited partner interests (52,375,535 underlying)
BP Midstream Partners GP LLC
10% Owner
Transactions
- Conversion
Common Units representing limited partner interests
2021-02-12+52,375,535→ 56,956,712 total(indirect: See footnotes) - Conversion
Subordinated Units representing limited partner interests
2021-02-12−52,375,535→ 0 total(indirect: See footnotes)→ Common Units representing limited partner interests (52,375,535 underlying)
Footnotes (3)
- [F1]On February 12, 2021, upon satisfaction of certain financial conditions for the conversion of the subordinated units representing limited partner interests of the Issuer ("Subordinated Units") set forth in the Issuer's Amended and Restated Agreement of Limited Partnership (the "Agreement"), all of the outstanding Subordinated Units converted into common units representing limited partner interests in the Issuer (the "Common Units") on a one-for-one basis, pursuant to the terms of the Agreement, for no additional consideration. Upon the conversion of all of the Subordinated Units to Common Units, the Subordination Period (as defined in the Agreement) automatically terminated.
- [F2]This Form 4 is being filed jointly by BP Pipelines (North America) Inc. ("BP Pipelines"), BP Midstream Partners Holdings LLC ("BP Holdco") and BP Midstream GP LLC (the "General Partner"). BP Holdco, a direct wholly owned subsidiary of BP Pipelines, owns all of the membership interests in the General Partner. Accordingly, the General Partner is an indirect wholly owned subsidiary of BP Pipelines.
- [F3]The General Partner owns the non-economic general partner interest in the Issuer. BP Holdco owns all of the membership interests in the General Partner. BP Pipelines owns all of the membership interests in BP Holdco. Accordingly, BP Pipelines may be deemed to indirectly own the securities of the Issuer directly held by the General Partner, but disclaims beneficial ownership except to the extent of its pecuniary interest therein. BP Pipelines may also be deemed to indirectly own the securities of the Issuer directly held by BP Holdco, but disclaims beneficial ownership except to the extent of its pecuniary interest therein.
Documents
Issuer
BP Midstream Partners LP
CIK 0001708301
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001719209
Filing Metadata
- Form type
- 4
- Filed
- Feb 11, 7:00 PM ET
- Accepted
- Feb 12, 4:21 PM ET
- Size
- 12.5 KB