0001209191-19-060993.txt : 20191217 0001209191-19-060993.hdr.sgml : 20191217 20191217184401 ACCESSION NUMBER: 0001209191-19-060993 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20191216 FILED AS OF DATE: 20191217 DATE AS OF CHANGE: 20191217 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HESS CORP CENTRAL INDEX KEY: 0000004447 STANDARD INDUSTRIAL CLASSIFICATION: PETROLEUM REFINING [2911] STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39163 FILM NUMBER: 191290902 BUSINESS ADDRESS: STREET 1: 1185 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: 2129978500 MAIL ADDRESS: STREET 1: 1185 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10036 FORMER NAME: FORMER CONFORMED NAME: AMERADA HESS CORP DATE OF NAME CHANGE: 19920703 FORMER NAME: FORMER CONFORMED NAME: AMERADA PETROLEUM CORP DATE OF NAME CHANGE: 19690727 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Hess Investments North Dakota LLC CENTRAL INDEX KEY: 0001702361 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39163 FILM NUMBER: 191290903 BUSINESS ADDRESS: STREET 1: 1501 MCKINNEY STREET CITY: HOUSTON STATE: TX ZIP: 77010 BUSINESS PHONE: 713 496-4000 MAIL ADDRESS: STREET 1: 1501 MCKINNEY STREET CITY: HOUSTON STATE: TX ZIP: 77010 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Hess Midstream LP CENTRAL INDEX KEY: 0001789832 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1501 MCKINNEY STREET CITY: HOUSTON STATE: TX ZIP: 77010 BUSINESS PHONE: 2125368039 MAIL ADDRESS: STREET 1: 1501 MCKINNEY STREET CITY: HOUSTON STATE: TX ZIP: 77010 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2019-12-16 0 0001789832 Hess Midstream LP HESM 0000004447 HESS CORP 1185 AVENUE OF THE AMERICAS NEW YORK NY 10036 1 0 1 0 0001702361 Hess Investments North Dakota LLC 1185 AVENUE OF THE AMERICAS NEW YORK NY 10036 1 0 1 0 Class A Shares 2019-12-16 4 A 0 898000 A 898000 I See Notes Class B Shares 2019-12-16 4 A 0 266416928 A 266416928 I See Notes Opco Class B Units 2019-12-16 4 A 0 133208464 A Class A Shares 133208464 133208464 I See Notes Pursuant to the Agreement and Plan of Merger dated October 3, 2019 (the "Merger Agreement"), each Common Unit of Hess Midstream Partners LP ("Old HESM") issued and outstanding prior to the effective time of the transactions contemplated by the Merger Agreement (the "Effective Time") (other than any Old HESM Common Units held by the Existing Sponsors or the HIP Entities (as defined in the Merger Agreement) as of immediately prior to the Effective Time), was automatically converted into the right to receive one validly issued, fully paid and non-assessable Class A Share of Hess Midstream LP ("New HESM"). Represents securities held by Hess Midstream GP LP. Hess Infrastructure Partners GP LLC is the sole member of Hess Midstream GP LLC which is the general partner of Hess Midstream GP LP. Hess Infrastructure Partners GP LLC is a 50/50 joint venture between Hess Investments North Dakota LLC and GIP II Blue Holding Partnership, L.P. As such, each of the foregoing entities may be deemed to beneficially own the securities held of record by Hess Midstream GP LP. Each such entity disclaims beneficial ownership of such securities except to the extent of their pecuniary interest therein. Hess Investments North Dakota LLC is a wholly owned subsidiary of Hess Corporation, a publicly traded company listed on the New York Stock Exchange. As a result, Hess Corporation may be deemed to beneficially own the securities held of record by Hess Investments North Dakota LLC and Hess Midstream GP LP. Hess Corporation disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein. The Opco Class B Units may be converted at any time into Class A Shares on a one to one basis and have no expiration date. Represents securities held by Hess Investments North Dakota LLC Hess Corporation By: Barry Schachter 2019-12-17 Hess Investments North Dakota LLC By: Barry Schachter 2019-12-17