0000899243-18-003437.txt : 20180209
0000899243-18-003437.hdr.sgml : 20180209
20180209185452
ACCESSION NUMBER: 0000899243-18-003437
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20180207
FILED AS OF DATE: 20180209
DATE AS OF CHANGE: 20180209
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: EMG Fund II Management, LLC
CENTRAL INDEX KEY: 0001690705
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37365
FILM NUMBER: 18593464
BUSINESS ADDRESS:
STREET 1: 2000 MCKINNEY AVENUE
STREET 2: SUITE 1250
CITY: DALLAS
STATE: TX
ZIP: 75201
BUSINESS PHONE: 972-432-1800
MAIL ADDRESS:
STREET 1: 2000 MCKINNEY AVENUE
STREET 2: SUITE 1250
CITY: DALLAS
STATE: TX
ZIP: 75201
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: EMG Fund II Management, LP
CENTRAL INDEX KEY: 0001614126
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37365
FILM NUMBER: 18593463
BUSINESS ADDRESS:
STREET 1: 2000 MCKINNEY AVENUE, SUITE 1250
CITY: DALLAS
STATE: TX
ZIP: 75201
BUSINESS PHONE: 972.432.1800
MAIL ADDRESS:
STREET 1: 2000 MCKINNEY AVENUE, SUITE 1250
CITY: DALLAS
STATE: TX
ZIP: 75201
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
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2018-02-07
0
0001633651
Tallgrass Energy GP, LP
TEGP
0001690705
EMG Fund II Management, LLC
2000 MCKINNEY AVENUE, SUITE 1250
DALLAS
TX
75201
0
0
1
0
0001614126
EMG Fund II Management, LP
2000 MCKINNEY AVENUE, SUITE 1250
DALLAS
TX
75201
0
0
1
0
Class B shares
2018-02-07
4
A
0
10497067
A
46386232
I
See Footnote
Units of Tallgrass Equity, LLC
2018-02-07
4
J
0
10497067
A
Class A shares
10497067
46386232
I
See Footnote
In connection with the merger of Tallgrass Development, LP, a private Delaware limited partnership, with and into a wholly-owned subsidiary of Tallgrass Equity, LLC, a private Delaware limited liability company ("Tallgrass Equity"), on February 7, 2018 (the "Merger"), Tallgrass Holdings, LLC, a private Delaware limited liability company ("Tallgrass Holdings"), received 10,497,067 Class B shares of the Issuer ("Class B Shares") and 10,497,067 Common Units of Tallgrass Equity ("Units") as consideration in the Merger. Pursuant to the First Amended and Restated Agreement of Limited Partnership of the Issuer dated May 12, 2015 and the Second Amended and Restated Limited Liability Company Agreement of Tallgrass Equity, LLC ("Tallgrass Equity") dated May 12, 2015,
(Continued from Footnote 1) Tallgrass Holdings has the right from time to time, at Tallgrass Holdings' sole election, to immediately exchange its Class B Shares and a corresponding number of Units for a like number of Class A shares of the Issuer ("Class A Shares"), subject to certain thresholds regarding the number of Class B Shares and Units to be exchanged. 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 the Reporting Persons (see footnote (3)) 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.
EMG Fund II Management, LP, a private Delaware limited partnership ("EMG LP"), is the manager of Tallgrass Holdings and therefore may be deemed to be the beneficial owner of all of the Class B Shares and Units reported herein. EMG Fund II Management, LLC, a private Delaware limited liability company, is the general partner of EMG LP, which is the manager of Tallgrass Holdings, and therefore may be deemed to be the beneficial owner of all of the Class B Shares and Units reported herein. Neither the filing of this Form 4 nor any of its contents shall be deemed to constitute an admission by either Reporting Person that it is the beneficial owner of any of the Class B Shares and Units reported herein for the purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended, or for any other purpose, and such beneficial ownership is expressly disclaimed except to the extent of each Reporting Person's pecuniary interest therein.
EMG Fund II Management, LLC, /s/ John T. Raymond, By: John T. Raymond, Chief Executive Officer
2018-02-09
EMG Fund II Management, LP, By: EMG Fund II Management, LLC, its general partner, /s/ John T. Raymond, By: John T. Raymond, Chief Executive Officer
2018-02-09