0001181431-12-067164.txt : 20121226 0001181431-12-067164.hdr.sgml : 20121226 20121226172842 ACCESSION NUMBER: 0001181431-12-067164 CONFORMED SUBMISSION TYPE: 4 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: Global Infrastructure GP II, L.P. CENTRAL INDEX KEY: 0001552829 STATE OF INCORPORATION: Y7 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34831 FILM NUMBER: 121285908 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: Global Infrastructure Investors II, LLC CENTRAL INDEX KEY: 0001552830 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34831 FILM NUMBER: 121285909 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 rrd364667.xml FORM 4 X0306 4 2012-12-20 0 0001483096 ACCESS MIDSTREAM PARTNERS LP ACMP 0001552830 Global Infrastructure Investors II, LLC 12 E. 49TH STREET NEW YORK NY 10017 1 0 1 0 0001552829 Global Infrastructure GP II, L.P. 12 E. 49TH STREET NEW YORK NY 10017 1 0 1 0 Convertible Class B Units 2012-12-20 4 A 0 5929025 28.93 A Common Units 5929025 5929025 I See footnote Subordinated Class C Units 2012-12-20 4 A 0 5599634 30.63 A Common Units 5599634 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. The Convertible Class B Units and Subordinated Class C Units reported herein are held of record by GIP II Hawk Holdings Partnership, L.P. ("GIP II-Hawk"). GIP II Hawk Holdings Partnership GP, LLC ("Hawk GP") is the general partner of GIP II-Hawk. Global Infrastructure GP II, L.P. ("Global GP") is the managing member of Hawk GP. Global Infrastructure Investors II, LLC is the general partner of Global GP. By virtue of these relationships, each of the reporting persons may be deemed to have shared beneficial ownership of the securities reported herein. Each such reporting person expressly disclaims beneficial ownership of any such securities 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. GLOBAL INFRASTRUCTURE INVESTORS II, LLC, by: /s/ Matthew Harris, Authorized Representative 2012-12-24 GLOBAL INFRASTRUCTURE GP II, L.P., by: Global Infrastructure Investors II, LLC, its general partner, by: /s/ Matthew Harris, Authorized Representative 2012-12-24