0001209191-21-002665.txt : 20210108 0001209191-21-002665.hdr.sgml : 20210108 20210108110015 ACCESSION NUMBER: 0001209191-21-002665 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210101 FILED AS OF DATE: 20210108 DATE AS OF CHANGE: 20210108 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: TTC Holdings LLC CENTRAL INDEX KEY: 0001838873 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35714 FILM NUMBER: 21516160 BUSINESS ADDRESS: STREET 1: 539 SOUTH MAIN STREET CITY: FINDLAY STATE: OH ZIP: 45840 BUSINESS PHONE: 419-421-2121 MAIL ADDRESS: STREET 1: 539 SOUTH MAIN STREET CITY: FINDLAY STATE: OH ZIP: 45840 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: MPLX LP CENTRAL INDEX KEY: 0001552000 STANDARD INDUSTRIAL CLASSIFICATION: PIPE LINES (NO NATURAL GAS) [4610] IRS NUMBER: 270005456 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 200 E. HARDIN STREET CITY: FINDLAY STATE: OH ZIP: 45840 BUSINESS PHONE: (419) 421-2159 MAIL ADDRESS: STREET 1: 200 E. HARDIN STREET CITY: FINDLAY STATE: OH ZIP: 45840 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2021-01-01 0 0001552000 MPLX LP MPLX 0001838873 TTC Holdings LLC 539 S. MAIN STREET FINDLAY OH 45840 0 0 1 0 Common Units (Limited Partner Interests) 647415452 I See Footnotes TexNew Mex Units 80000 I See Footnotes Special Limited Partner Interest 1 I See Footnotes This Form 3 is submitted by TTC Holdings LLC ("TTC Holdings") which, effective as of January 1, 2021 (the "Effective Date"), and pursuant to the Reorganization Agreement, dated as of December 31, 2020 (the "Reorganization Agreement"), by and among TTC Holdings, Andeavor LLC, Western Refining, Inc. ("WRI"), Giant Industries, Inc. ("GII"), Western Refining Southwest, Inc. ("WRSI"), Tesoro Refining & Marketing Company LLC ("TRMC"), Tesoro Alaska Company LLC ("TAC"), Tesoro Logistics GP, LLC ("TLGP"), and the other signatories thereto, became a part of the reporting group which includes Marathon Petroleum Corporation ("MPC"), MPC Investment LLC ("MPC Investment"), MPLX GP LLC (the "General Partner"), MPLX Logistics Holdings LLC ("Logistics Holdings"), Andeavor LLC, WRI and GII. MPC Investment, a direct wholly-owned subsidiary of MPC, owns all of the membership interests in the General Partner and Logistics Holdings. Andeavor LLC is a wholly owned subsidiary of MPC. WRI is a wholly owned subsidiary of Andeavor LLC. TTC Holdings is a wholly owned subsidiary WRI. GII is a wholly owned subsidiary of TTC Holdings. Accordingly, MPC Investment, the General Partner, Logistics Holdings, Andeavor LLC, WRI, TTC Holdings and GII are all direct or indirect wholly owned subsidiaries of MPC. The Reorganization Agreement sets forth a series of intercompany transactions pursuant to which, among other things: (i) TRMC and TAC distributed to WRSI all of the outstanding limited liability company interests in TLGP held by each of TRMC and TAC immediately prior to such distribution; (ii) TLGP distributed to WRSI all of the common units representing limited partner interests in the Issuer held by TLGP prior to such distribution; (iii) WRSI converted to a Delaware limited liability company under the name Western Refining Southwest LLC ("WRSWL"); (iv) WRSWL distributed to GII all of the (x) common units representing limited partner interests in the Issuer, (y) MPLX TexNew Mex units and (z) the MPLX Special Limited Partner Interest held, in each case, by WRSWL immediately prior to such distribution (collectively, the "MPLX Interests"); and (v) WRI contributed all of the outstanding capital stock of GII to TTC Holdings. TTC Holdings may be deemed to beneficially own the MPLX Interests owned by GII but disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein. /s/ Molly R. Benson, Vice President and Secretary, TTC Holdings LLC 2021-01-08