0001144204-16-136537.txt : 20161125 0001144204-16-136537.hdr.sgml : 20161124 20161125140442 ACCESSION NUMBER: 0001144204-16-136537 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20161122 FILED AS OF DATE: 20161125 DATE AS OF CHANGE: 20161125 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Tallgrass Energy GP, LP CENTRAL INDEX KEY: 0001633651 STANDARD INDUSTRIAL CLASSIFICATION: NATURAL GAS TRANSMISSION [4922] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 4200 W. 115TH STREET, SUITE 350 CITY: LEAWOOD STATE: KS ZIP: 66211 BUSINESS PHONE: 913-928-6060 MAIL ADDRESS: STREET 1: 4200 W. 115TH STREET, SUITE 350 CITY: LEAWOOD STATE: KS ZIP: 66211 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Tallgrass Holdings, LLC CENTRAL INDEX KEY: 0001556538 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37365 FILM NUMBER: 162018173 BUSINESS ADDRESS: STREET 1: 811 MAIN STREET STREET 2: SUITE 4200 CITY: HOUSTON STATE: TX ZIP: 77002 BUSINESS PHONE: 713.579.5005 MAIL ADDRESS: STREET 1: 811 MAIN STREET STREET 2: SUITE 4200 CITY: HOUSTON STATE: TX ZIP: 77002 4 1 v453738_4.xml OWNERSHIP DOCUMENT X0306 4 2016-11-22 0 0001633651 Tallgrass Energy GP, LP TEGP 0001556538 Tallgrass Holdings, LLC 811 MAIN STREET, SUITE 4200 HOUSTON TX 77002 0 0 1 0 Class B shares 2016-11-22 4 J 0 5175000 0.00 D 35889165 D Class A shares 2016-11-22 4 J 0 5175000 0.00 A 5175000 D Class A shares 2016-11-22 4 S 0 5175000 22.00 D 0 D Units of Tallgrass Equity, LLC 2016-11-22 4 J 0 5175000 0.00 D Class A shares 5175000 35889165 D Pursuant to the First Amended and Restated Agreement of Limited Partnership of the Issuer dated May 12, 2015 (the "Partnership Agreement") and the Second Amended and Restated Limited Liability Company Agreement of Tallgrass Equity, LLC ("Tallgrass Equity") dated May 12, 2015 (the "Tallgrass Equity LLC Agreement"), Tallgrass Holdings has the right from time to time, at Tallgrass Holdings' sole election, to immediately exchange (the "Exchange Right") its Class B shares representing limited partner interests of the Issuer (the "Class B Shares") and a corresponding number of Units of limited liability company interest (the "Units") in Tallgrass Equity for a like number of Class A shares representing limited partner interests of the Issuer (the "Class A Shares"), subject to certain thresholds regarding the number of Class B Shares and Units to be exchanged. (continued from footnote 1) As a result, all Class B Shares and Units owned by Tallgrass Holdings, whether or not exchanged as of the date hereof, may be deemed to constitute Class A Shares beneficially owned by Tallgrass Holdings because Tallgrass Holdings may acquire Class A Shares in exchange for such Class B Shares and Units within 60 days at Tallgrass Holdings' sole election. 5,175,000 Class B Shares and a corresponding number of Units reported herein were exchanged by Tallgrass Holdings for 5,175,000 Class A Shares. This exchange was made pursuant to Tallgrass Holdings' Exchange Right and in accordance with the Partnership Agreement and Tallgrass Equity LLC Agreement. Tallgrass Holdings, LLC, By: EMG Fund II Management, LP, its manager, By: EMG Fund II Management, LLC, its general partner, /s/ John T. Raymond, By: John T. Raymond, Chief Executive Officer 2016-11-25