0001357371-14-000096.txt : 20141117 0001357371-14-000096.hdr.sgml : 20141117 20141117191938 ACCESSION NUMBER: 0001357371-14-000096 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20141114 FILED AS OF DATE: 20141117 DATE AS OF CHANGE: 20141117 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Breitburn Energy Partners LP CENTRAL INDEX KEY: 0001357371 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 743169953 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 515 SOUTH FLOWER STREET STREET 2: SUITE 4800 CITY: LOS ANGELES STATE: CA ZIP: 90071 BUSINESS PHONE: (213) 225-5900 MAIL ADDRESS: STREET 1: 515 SOUTH FLOWER STREET STREET 2: SUITE 4800 CITY: LOS ANGELES STATE: CA ZIP: 90071 FORMER COMPANY: FORMER CONFORMED NAME: BreitBurn Energy Partners L.P. DATE OF NAME CHANGE: 20060324 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Washburn Halbert S CENTRAL INDEX KEY: 0001347806 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33055 FILM NUMBER: 141229158 MAIL ADDRESS: STREET 1: 515 SOUTH FLOWER STREET 48TH FLOOR STREET 2: SUITE 4800 CITY: LOS ANGELES STATE: CA ZIP: 90071 4 1 wf-form4_141626996812027.xml FORM 4 X0306 4 2014-11-14 0 0001357371 Breitburn Energy Partners LP BBEP 0001347806 Washburn Halbert S 515 S. FLOWER STREET SUITE 4800 LOS ANGELES CA 90071 1 1 0 0 Chief Executive Officer Common Units 194207 D Common Units 690751 I The Strand Energy Company Common Units 6485 I Held by Trust Convertible Phantom Units 2014-11-14 4 A 0 1751 0 A 2015-12-28 2015-12-28 Common Units 1751.0 131803 D Convertible Phantom Units 2014-11-14 4 A 0 1404 0 A 2016-12-28 2016-12-28 Common Units 1404.0 131705 D Restricted Phantom Units 2014-11-14 4 A 0 694 0 A 2025-12-28 2025-12-28 Common Units 694.0 65135 D Common Units representing limited partner interests ("common units"). Since the date of Mr. Washburn's last ownership report, he transferred 272,100 common units representing limited partner interests to his former wife pursuant to a domestic relations order. Mr. Washburn no longer reports as beneficially owned any securities owned by his former wife. The reported common units are owned directly by The Strand Energy Company of which Mr. Washburn is the 48% owner. The Reporting Person disclaims beneficial ownership of the reported securities, except to the extent of his pecuniary interest therein. The reported common units are owned directly by the Halbert S. Washburn Living Trust, and Mr. Washburn has the power and authority to dispose of the common units and, accordingly, may be deemed to be the beneficial owner of such common units. Each Convertible Phantom Unit ("CPU") is a phantom equity award which includes a performance distribution right ("PDR") that entitles the holder to distributions at the same rate payable to common unitholders based upon the number of CPUs multiplied by a number ranging from 0 to 4.768 (the "multiplier") reflecting whether specified performance metrics are attained. Represents additional CPUs received by the Reporting Person pursuant to the terms of previously granted PDRs. Each PDR entitles the Reporting Person to additional CPUs with a value equal to the amount of distributions paid on each common unit. On November 14, 2014, BBEP paid a cash distribution to holders of its common units in an amount equal to 16.75 cents per common unit. Pursuant to the terms of the PDRs, the Reporting Person received a number of additional CPUs in respect of each PDR with a value (based on the closing price of BBEP's common units on the distribution date ($15.55)) equal to the per unit amount of the distribution. Currently, the multiplier for these CPUs is "1.25." Represents additional CPUs received by the Reporting Person pursuant to the terms of previously granted PDRs. Each PDR entitles the Reporting Person to additional CPUs with a value equal to the amount of distributions paid on each common unit. On November 14, 2014, BBEP paid a cash distribution to holders of its common units in an amount equal to 16.75 cents per common unit. Pursuant to the terms of the PDRs, the Reporting Person received a number of additional CPUs in respect of each PDR with values (based on the closing price of BBEP's common units on the distribution date ($15.55)) equal to the per unit amount of the distributions. Currently, the multiplier for these CPUs is "1." Each Restricted Phantom Unit ("RPU") is the economic equivalent of one common unit which includes a distribution equivalent right ("DER") that entitles the holder to cash distributions at the same rate payable to common unitholders. Represents additional RPUs received by the Reporting Person pursuant to the terms of previously granted DERs. Each DER entitles the Reporting Person to additional RPUs with a value equal to the amount of distributions paid on each of BBEP's common units. On November 14, 2014, BBEP paid a cash distribution to holders of its common units in an amount equal to 16.75 cents per common unit. Pursuant to the terms of the DERs, the Reporting Person received a number of additional RPUs in respect of each DER with a value (based on the closing price of BBEP's common units on the distribution date ($15.55)) equal to the per unit amount of the distribution. /s/ Gloria Lee, Attorney-in-Fact 2014-11-17