0001209191-15-041788.txt : 20150512
0001209191-15-041788.hdr.sgml : 20150512
20150512170337
ACCESSION NUMBER: 0001209191-15-041788
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20150512
FILED AS OF DATE: 20150512
DATE AS OF CHANGE: 20150512
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 KC, LLC
CENTRAL INDEX KEY: 0001562658
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37365
FILM NUMBER: 15855279
BUSINESS ADDRESS:
STREET 1: 6640 WEST 143RD STREET
STREET 2: SUITE 200
CITY: OVERLAND PARK
STATE: KS
ZIP: 66223
BUSINESS PHONE: 913-928-6010
MAIL ADDRESS:
STREET 1: 6640 WEST 143RD STREET
STREET 2: SUITE 200
CITY: OVERLAND PARK
STATE: KS
ZIP: 66223
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2015-05-12
0
0001633651
Tallgrass Energy GP, LP
TEGP
0001562658
Tallgrass KC, LLC
4200 W. 115TH STREET, SUITE 350
LEAWOOD
KS
66211
0
0
1
0
Class B shares
2015-05-12
4
A
0
28932360
0.00
A
28932360
D
Class B shares
2015-05-12
4
D
0
1556250
0.00
D
27376110
D
Units in Tallgrass Equity, LLC
0.00
2015-05-12
4
J
0
28932360
0.00
A
Class A shares
28932360
28932360
D
Units in Tallgrass Equity, LLC
0.00
2015-05-12
4
J
0
1556250
27.6225
D
Class A shares
1556250
27776110
D
Pursuant to the First Amended and Restated Agreement of Limited Partnership of the Issuer dated May 12, 2015 (the "Partnership Agreement"), the Reporting Person's existing limited partner interests in the Issuer were converted into 28,932,360 Class B shares of the Issuer (the "Class B shares"), and pursuant to the Second Amended and Restated Limited Liability Company Agreement (the "Tallgrass Equity LLC Agreement") of Tallgrass Equity, LLC ("Tallgrass Equity") dated May 12, 2015, Reporting Person's existing limited liability company interests in Tallgrass Equity were converted into 28,932,360 Units of limited liability company interest (the "Units").
Pursuant to the Partnership Agreement, the Reporting Person will have the right, at any time following the expiration of a lock-up period and from time to time, to immediately exchange (the "Exchange Right") its Class B shares and a corresponding number of Units for a like number of Class A shares of the Issuer (the "Class A shares"). As a result, the Reporting Person may be deemed to beneficially own the Class A shares receivable upon election of the Exchange Right.
The Units, collectively with the Class B shares, constitute the derivative securities acquired as described herein.
Pursuant to the Tallgrass Equity LLC Agreement executed in connection with the closing of the initial public offering of the Issuer, the Reporting Person agreed that if underwriters in the Issuer's initial public offering exercised the option granted to them in the underwriting agreement (the "Option"), the Issuer would issue additional Class A shares and use the proceeds thereof to purchase a corresponding number of Units from the Reporting Person. On May 12, 2015, (i) the underwriters and the Issuer closed on the Option, whereby the underwriters purchased an additional 6,225,000 Class A Shares, (ii) the Issuer (a) redeemed 1,556,250 Class B shares from the Reporting Person (representing the Reporting Person's ownership percentage of the outstanding Class B shares) and (b) purchased an equal number of Units for $27.6225/unit (representing the gross proceeds per Class A share issued less the underwriting discount).
Tallgrass KC, LLC, /s/ David G. Dehaemers, Jr., By: David G. Dehaemers, Jr., Manager
2015-05-12