0001193125-15-157040.txt : 20150429 0001193125-15-157040.hdr.sgml : 20150429 20150429171934 ACCESSION NUMBER: 0001193125-15-157040 CONFORMED SUBMISSION TYPE: 8-A12B PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20150429 DATE AS OF CHANGE: 20150429 FILER: 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 FILING VALUES: FORM TYPE: 8-A12B SEC ACT: 1934 Act SEC FILE NUMBER: 001-37365 FILM NUMBER: 15814046 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 8-A12B 1 d917115d8a12b.htm 8-A12B 8-A12B

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-A

 

 

FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES

PURSUANT TO SECTION 12(b) OR (g) OF

THE SECURITIES EXCHANGE ACT OF 1934

 

 

TALLGRASS ENERGY GP, LP

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   47-3159268
(Jurisdiction of Incorporation or Organization)   (I.R.S. Employer Identification No.)

4200 W. 115th Street, Suite 350

Leawood, Kansas

  66211
(Address of principal executive offices)   (Zip Code)

Securities to be registered pursuant to Section 12(b) of the Act:

 

Title of each class

to be so registered

 

Name of each exchange on which

each class is to be registered

Class A shares   New York Stock Exchange

 

 

If this form relates to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is effective pursuant to General Instruction A.(c), check the following box.  x

If this form relates to the registration of a class of securities pursuant to Section 12(g) of the Exchange Act and is effective pursuant to General Instruction A.(d), check the following box.  ¨

Securities Act registration statement file number to which this form relates (if applicable): 333-202258

Securities to be registered pursuant to Section 12(g) of the Act: None.

 

 

 


Item 1. Description of Registrant’s Securities to be Registered.

A description of the Class A Shares representing limited partner interests in Tallgrass Energy GP, LP (the “Registrant”) is set forth under the captions “Summary”, “Our Cash Distribution Policy and Restrictions on Distributions”, “Description of Our Shares”, “Description of Our Partnership Agreement”, “Shares Eligible For Future Sale” and “Material U.S. Federal Income Tax Consequences” in the prospectus included in the Registrant’s Registration Statement on Form S-1 (Registration No. 333-202258), initially filed with the Securities and Exchange Commission on February 24, 2015 under the Securities Act of 1933, as amended, and will be set forth in any prospectus filed in accordance with Rule 424(b) thereunder, which description is incorporated herein by reference.

 

Item 2. Exhibits.

 

Exhibit
Number

  

Description of Exhibit

1    Registrant’s Registration Statement on Form S-1, (Registration No. 333-202258), as filed with the Securities and Exchange Commission on February 24, 2015 and as subsequently amended (the “Form S-1 Registration Statement”) —incorporated herein by reference.
2    Certificate of Limited Partnership of the Registrant—incorporated herein by reference to Exhibit 3.1 to the Form S-1 Registration Statement.
3    Form of Amended & Restated Limited Partnership Agreement of the Registrant—incorporated herein by reference to Appendix A to the Form S-1 Registration Statement.
4    Specimen Unit Certificate for the Class A Shares—incorporated herein by reference to Exhibit 4.1 to the Form S-1 Registration Statement.


SIGNATURE

Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereto duly authorized.

 

Date: April 29, 2015 TALLGRASS ENERGY GP, LP
By: TEGP Management, LLC,
its general partner
By:

/s/ George E. Rider

George E. Rider
Executive Vice President, General Counsel and Secretary


Exhibit Index

 

Exhibit
Number

  

Description of Exhibit

1    Registrant’s Registration Statement on Form S-1, (Registration No. 333-202258), as filed with the Securities and Exchange Commission on February 24, 2015 and as subsequently amended (the “Form S-1 Registration Statement”) —incorporated herein by reference.
2    Certificate of Limited Partnership of the Registrant—incorporated herein by reference to Exhibit 3.1 to the Form S-1 Registration Statement.
3    Form of Amended & Restated Limited Partnership Agreement of the Registrant—incorporated herein by reference to Appendix A to the Form S-1 Registration Statement.
4    Specimen Unit Certificate for the Class A Shares—incorporated herein by reference to Exhibit 4.1 to the Form S-1 Registration Statement.