0000899243-16-023701.txt : 20160627
0000899243-16-023701.hdr.sgml : 20160627
20160627210511
ACCESSION NUMBER: 0000899243-16-023701
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20160623
FILED AS OF DATE: 20160627
DATE AS OF CHANGE: 20160627
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Northern Tier Energy LP
CENTRAL INDEX KEY: 0001533454
STANDARD INDUSTRIAL CLASSIFICATION: PETROLEUM REFINING [2911]
IRS NUMBER: 800763623
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 1250 W. WASHINGTON STREET
STREET 2: SUITE 300
CITY: TEMPE
STATE: AZ
ZIP: 85281
BUSINESS PHONE: (602) 302-5450
MAIL ADDRESS:
STREET 1: 1250 W. WASHINGTON STREET
STREET 2: SUITE 300
CITY: TEMPE
STATE: AZ
ZIP: 85281
FORMER COMPANY:
FORMER CONFORMED NAME: Northern Tier Energy, Inc.
DATE OF NAME CHANGE: 20111025
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Foster Paul L
CENTRAL INDEX KEY: 0001349213
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35612
FILM NUMBER: 161734556
MAIL ADDRESS:
STREET 1: 6500 TROWBRIDGE DRIVE
CITY: EL PASO
STATE: TX
ZIP: 79905
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2016-06-23
0
0001533454
Northern Tier Energy LP
NTI
0001349213
Foster Paul L
C/O NORTHERN TIER ENERGY LP
1250 W WASHINGTON ST, SUITE 300
TEMPE
AZ
85281
1
0
0
0
Common Units
2016-06-23
4
M
0
4202
A
13177
D
Common Units
2016-06-23
4
D
0
13177
D
0
D
Phantom Units
2016-06-23
4
M
0
4202
0.00
D
Common Units
4202
0
D
The transaction reported occurred in connection with the merger of the Issuer with a wholly-owned subsidiary of Western Refining, Inc. ("WNR"), effective June 23, 2016. On June 23, 2016, the last trading day for the common units of the Issuer, the closing price of the common units of the Issuer was $21.15 per unit and the closing price of WNR's common stock was $20.25. Each common unit of the Issuer (except for the vested phantom units discussed in Note 2, which received the Mixed Consideration) held by the reporting person was converted into the right to receive, at his election but subject to proration, (i) $15.00 in cash without interest and 0.2986 of a share of WNR common stock (the "Mixed Consideration"), (ii) $26.06 in cash without interest or (iii) 0.7036 of a share of WNR common stock.
The time-based phantom units of the Issuer held by the reporting person vested immediately prior to the effective time of the merger and were converted into the right to receive the Mixed Consideration, as set forth in the merger agreement between the Issuer, WNR and various of their respective subsidiaries.
/s/ Paul L. Foster
2016-06-27