0001181431-12-037904.txt : 20120625
0001181431-12-037904.hdr.sgml : 20120625
20120625201840
ACCESSION NUMBER: 0001181431-12-037904
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20120625
FILED AS OF DATE: 20120625
DATE AS OF CHANGE: 20120625
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: CHESAPEAKE MIDSTREAM PARTNERS LP
CENTRAL INDEX KEY: 0001483096
STANDARD INDUSTRIAL CLASSIFICATION: NATURAL GAS TRANSMISSION [4922]
IRS NUMBER: 800534394
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 900 NW 63RD
CITY: OKLAHOMA CITY
STATE: OK
ZIP: 73118
BUSINESS PHONE: (405) 935-1500
MAIL ADDRESS:
STREET 1: 900 NW 63RD
CITY: OKLAHOMA CITY
STATE: OK
ZIP: 73118
FORMER COMPANY:
FORMER CONFORMED NAME: Chesapeake Midstream Partners, L.P.
DATE OF NAME CHANGE: 20100202
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: GIP II Eagle 4 Holding, L.P.
CENTRAL INDEX KEY: 0001552817
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34831
FILM NUMBER: 12925830
BUSINESS ADDRESS:
STREET 1: C/O GLOBAL INFRASTRUCTURE PARTNERS
STREET 2: 12 E. 49TH STREET
CITY: NEW YORK
STATE: NY
ZIP: 10017
BUSINESS PHONE: (212) 315-8100
MAIL ADDRESS:
STREET 1: C/O GLOBAL INFRASTRUCTURE PARTNERS
STREET 2: 12 E. 49TH STREET
CITY: NEW YORK
STATE: NY
ZIP: 10017
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: GIP II Eagle 3 Holding, L.P.
CENTRAL INDEX KEY: 0001552821
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34831
FILM NUMBER: 12925831
BUSINESS ADDRESS:
STREET 1: C/O GLOBAL INFRASTRUCTURE PARTNERS
STREET 2: 12 E. 49TH STREET
CITY: NEW YORK
STATE: NY
ZIP: 10017
BUSINESS PHONE: (212) 315-8100
MAIL ADDRESS:
STREET 1: C/O GLOBAL INFRASTRUCTURE PARTNERS
STREET 2: 12 E. 49TH STREET
CITY: NEW YORK
STATE: NY
ZIP: 10017
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: GIP II Eagle 2 Holding, L.P.
CENTRAL INDEX KEY: 0001552824
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34831
FILM NUMBER: 12925832
BUSINESS ADDRESS:
STREET 1: C/O GLOBAL INFRASTRUCTURE PARTNERS
STREET 2: 12 E. 49TH STREET
CITY: NEW YORK
STATE: NY
ZIP: 10017
BUSINESS PHONE: (212) 315-8100
MAIL ADDRESS:
STREET 1: C/O GLOBAL INFRASTRUCTURE PARTNERS
STREET 2: 12 E. 49TH STREET
CITY: NEW YORK
STATE: NY
ZIP: 10017
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: GIP II Eagle 1 Holding, L.P.
CENTRAL INDEX KEY: 0001552827
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34831
FILM NUMBER: 12925833
BUSINESS ADDRESS:
STREET 1: C/O GLOBAL INFRASTRUCTURE PARTNERS
STREET 2: 12 E. 49TH STREET
CITY: NEW YORK
STATE: NY
ZIP: 10017
BUSINESS PHONE: (212) 315-8100
MAIL ADDRESS:
STREET 1: C/O GLOBAL INFRASTRUCTURE PARTNERS
STREET 2: 12 E. 49TH STREET
CITY: NEW YORK
STATE: NY
ZIP: 10017
4
1
rrd349570.xml
FORM 4
X0305
4
2012-06-25
1
0001483096
CHESAPEAKE MIDSTREAM PARTNERS LP
CHKM
0001552827
GIP II Eagle 1 Holding, L.P.
12 E. 49TH STREET
NEW YORK
NY
10017
0
0
1
0
0001552824
GIP II Eagle 2 Holding, L.P.
12 E. 49TH STREET
NEW YORK
NY
10017
0
0
1
0
0001552821
GIP II Eagle 3 Holding, L.P.
12 E. 49TH STREET
NEW YORK
NY
10017
0
0
1
0
0001552817
GIP II Eagle 4 Holding, L.P.
12 E. 49TH STREET
NEW YORK
NY
10017
0
0
1
0
Common Units
2012-06-25
4
J
0
33704666
D
0
I
See footnotes
Subordinated Units
2010-06-25
4
J
0
34538061
D
Common Units
34538061
0
I
See footnotes
On June 25, 2012, GIP II Eagle 1 Holding, L.P., GIP II Eagle 2 Holding, L.P. and GIP II Eagle 3 Holding, L.P. (collectively, the "Eagle Funds") contributed all of the Subordinated Units then beneficially owned by those entities to GIP II Eagle Holdings Partnership, L.P. ("Eagle Holdings"). Concurrently, GIP II Eagle 4 Holding, L.P. ("Eagle 4" and, together with the Eagle Funds, the "GIP II Funds") assigned to Eagle Holdings all of its rights and obligations under the purchase agreement between Eagle 4 and Chesapeake Midstream Holdings, L.L.C., dated June 7, 2012 (the "Second Purchase Agreement"), and pursuant to which Eagle 4 had the right to acquire 6,438,115 Subordinated Units and 33,704,666 Common Units (together the "Second Purchase Agreement Subject Interests"). In exchange for, and upon these contributions, Eagle Holdings issued to each of the GIP II Funds limited partnership interests in Eagle Holdings.
The Second Purchase Agreement Subject Interests were beneficially owned by Eagle 4 pursuant to the Second Purchase Agreement. The remaining Units reported herein were beneficially owned by the Eagle Funds. Global Infrastructure Investors II, LLC has the power to direct the voting and disposition of the Common Units and Subordinated Units reported herein through Global Infrastructure GP II, L.P., of which it is the general partner. Global Infrastructure GP II, L.P. is the general partner of each of the members of the general partners of each of the GIP II Funds.
By virtue of these relationships, each of the reporting persons may be deemed to share beneficial ownership of the Common Units and Subordinated Units reported herein. Each such reporting person expressly disclaims beneficial ownership of any such Common Units and Subordinated Units except to the extent of its pecuniary interest therein.
The Subordinated Units may be converted into Common Units on a one-for-one basis after the expiration of the Subordination Period (as defined in the First Amended and Restated Agreement of Limited Partnership of the Issuer (the "Partnership Agreement")), and other circumstances as noted in the Partnership Agreement.
GIP II EAGLE 1 HOLDING, L.P. by: GIP II Eagle 1 Holding GP, LLC, its general partner by: /s/ Mark Levitt, Manager
2012-06-25
GIP II EAGLE 2 HOLDING, L.P. by: GIP II Eagle 2 Holding GP, LLC, its general partner by: /s/ Mark Levitt, Manager
2012-06-25
GIP II EAGLE 3 HOLDING, L.P. by: GIP II Eagle 3 Holding GP, LLC, its general partner by: /s/ Mark Levitt, Manager
2012-06-25
GIP II EAGLE 4 HOLDING, L.P. by: GIP II Eagle 1 Holding GP, LLC, its general partner by: /s/ Mark Levitt, Manager
2012-06-25