0001209191-19-030405.txt : 20190516 0001209191-19-030405.hdr.sgml : 20190516 20190516163322 ACCESSION NUMBER: 0001209191-19-030405 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190516 FILED AS OF DATE: 20190516 DATE AS OF CHANGE: 20190516 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Gordon Storrow M CENTRAL INDEX KEY: 0001339416 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36822 FILM NUMBER: 19832734 MAIL ADDRESS: STREET 1: 5400 LEGACY DRIVE CITY: PLANO STATE: TX ZIP: 75028 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: InfraREIT, Inc. CENTRAL INDEX KEY: 0001506401 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 273797217 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1616 WOODALL RODGERS FWY CITY: DALLAS STATE: TX ZIP: 75202 BUSINESS PHONE: 214 486-2000 MAIL ADDRESS: STREET 1: 1616 WOODALL RODGERS FWY CITY: DALLAS STATE: TX ZIP: 75202 FORMER COMPANY: FORMER CONFORMED NAME: InfraREIT, L.L.C. DATE OF NAME CHANGE: 20140716 FORMER COMPANY: FORMER CONFORMED NAME: InfraREIT L.L.C. DATE OF NAME CHANGE: 20140714 FORMER COMPANY: FORMER CONFORMED NAME: ELECTRIC INFRASTRUCTURE ALLIANCE OF AMERICA, L.L.C. DATE OF NAME CHANGE: 20101123 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2019-05-16 1 0001506401 InfraREIT, Inc. HIFR 0001339416 Gordon Storrow M 1900 NORTH AKARD STREET DALLAS TX 75201 1 0 0 0 common stock, $0.01 par value per share 2019-05-16 4 D 0 5369 21.00 D 0 D LTIP Units 2019-05-16 4 D 0 16901 21.00 D common stock 16901 0 D Pursuant to the Agreement and Plan of Merger, dated October 18, 2018, by and among InfraREIT, Inc., a Maryland corporation ("InfraREIT"), InfraREIT Partners, LP, a Delaware limited partnership and subsidiary of the Company ("InfraREIT Partners"), Oncor Electric Delivery Company LLC, a Delaware limited liability company ("Oncor"), 1912 Merger Sub LLC, a Delaware limited liability company and a wholly owned subsidiary of Oncor ("Merger Sub"), and Oncor T&D Partners, LP, a Delaware limited partnership and a wholly owned indirect subsidiary of Oncor ("Merger Partnership"), among other things, (i) InfraREIT was merged with and into Merger Sub (the "Company Merger"), with Merger Sub surviving the Company Merger, and (ii) immediately thereafter, Merger Partnership was merged with and into InfraREIT Partners (the "Partnership Merger" and, together with the Company Merger, the "Mergers"), with InfraREIT Partners surviving the Partnership Merger. In the Company Merger and the Partnership Merger, respectively, each (A) share of common stock, par value $0.01 per share, of InfraREIT issued and outstanding immediately before the effective time of the Company Merger and (B) limited partnership unit in InfraREIT Partners issued and outstanding immediately before the effective time of the Partnership Merger was converted into the right to receive $21.00 per share of common stock or partnership unit, as applicable, in cash, without interest, and subject to deduction for any required withholding tax. Represents LTIP Units of InfraREIT Partners. Immediately prior to the effective time of the Company Merger, each LTIP Unit was converted into an equivalent number of common units of InfraREIT Partners, which, prior to the Mergers, were redeemable for cash or, at InfraREIT's election, shares of InfraREIT's common stock on a one-for-one basis in accordance with the Third Amended and Restated Agreement of Limited Partnership of InfraREIT Partners. /s/ Gregory S. Imhoff as Attorney-In-Fact for Storrow M. Gordon 2019-05-16