0001181431-12-067163.txt : 20121226 0001181431-12-067163.hdr.sgml : 20121226 20121226172749 ACCESSION NUMBER: 0001181431-12-067163 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20121220 FILED AS OF DATE: 20121226 DATE AS OF CHANGE: 20121226 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ACCESS 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 STREET CITY: OKLAHOMA CITY STATE: OK ZIP: 73118 BUSINESS PHONE: (405) 935-1500 MAIL ADDRESS: STREET 1: 900 NW 63RD STREET CITY: OKLAHOMA CITY STATE: OK ZIP: 73118 FORMER COMPANY: FORMER CONFORMED NAME: CHESAPEAKE MIDSTREAM PARTNERS LP DATE OF NAME CHANGE: 20110225 FORMER COMPANY: FORMER CONFORMED NAME: Chesapeake Midstream Partners, L.P. DATE OF NAME CHANGE: 20100202 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GIP II Hawk Holdings Partnership, L.P. CENTRAL INDEX KEY: 0001564937 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34831 FILM NUMBER: 121285894 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 Hawk Holdings Partnership GP, L.L.C. CENTRAL INDEX KEY: 0001564938 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34831 FILM NUMBER: 121285895 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 3 1 rrd364663.xml FORM 3 X0206 3 2012-12-20 0 0001483096 ACCESS MIDSTREAM PARTNERS LP ACMP 0001564937 GIP II Hawk Holdings Partnership, L.P. 12 E. 49TH STREET NEW YORK NY 10017 1 0 1 0 0001564938 GIP II Hawk Holdings Partnership GP, L.L.C. 12 E. 49TH STREET NEW YORK NY 10017 1 0 1 0 Convertible Class B Units Common Units 5929025 I See footnote Subordinated Class C Units Common Units 5599634 I See footnote The Convertible Class B Units will be convertible into Common Units on a one-for-one basis at the election of either the holder or the Issuer from the business day after the record date for the distribution on Common Units for the fiscal quarter ending December 31, 2014, and other circumstances as noted in the Amended and Restated Limited Partnership Agreement of the Issuer, as amended. GIP II Hawk Holdings Partnership, L.P. is the record holder of the Convertible Class B Units and Subordinated Class C Units reported herein. GIP II Hawk Holdings Partnership GP, LLC is the general partner of GIP II Hawk Holdings Partnership, L.P. In such capacity, GIP II Hawk Holdings Partnership GP, LLC may be deemed to share beneficial ownership of the Convertible Class B Units and the Subordinated Class C Units reported herein, but disclaims such beneficial ownership except to the extent of its pecuniary interest therein. The Subordinated Class C Units will be convertible into Common Units on a one-for-one basis at the election of either the holder or the Issuer from the business day after the record date for the distribution on Common Units for the fiscal quarter ending December 31, 2013, and other circumstances as noted in the Amended and Restated Limited Partnership Agreement of the Issuer, as amended. GIP II HAWK HOLDINGS PARTNERSHIP, L.P., By: GIP II Hawk Holdings Partnership GP, LLC, its general partner, by: /s/ Matthew Harris, Officer 2012-12-24 GIP II HAWK HOLDINGS PARTNERSHIP GP, LLC, by: /s/ Matthew Harris, Officer 2012-12-24