0000899243-16-034053.txt : 20161121
0000899243-16-034053.hdr.sgml : 20161121
20161121185157
ACCESSION NUMBER: 0000899243-16-034053
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20161121
FILED AS OF DATE: 20161121
DATE AS OF CHANGE: 20161121
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: TESORO LOGISTICS LP
CENTRAL INDEX KEY: 0001507615
STANDARD INDUSTRIAL CLASSIFICATION: PIPE LINES (NO NATURAL GAS) [4610]
IRS NUMBER: 274151603
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 19100 RIDGEWOOD PARKWAY
CITY: SAN ANTONIO
STATE: TX
ZIP: 78259
BUSINESS PHONE: 210-626-6000
MAIL ADDRESS:
STREET 1: 19100 RIDGEWOOD PARKWAY
CITY: SAN ANTONIO
STATE: TX
ZIP: 78259
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Tesoro Logistics GP, LLC
CENTRAL INDEX KEY: 0001517724
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35143
FILM NUMBER: 162011449
BUSINESS ADDRESS:
STREET 1: 19100 RIDGEWOOD PARKWAY
CITY: SAN ANTONIO
STATE: TX
ZIP: 78259
BUSINESS PHONE: 210-626-6000
MAIL ADDRESS:
STREET 1: 19100 RIDGEWOOD PARKWAY
CITY: SAN ANTONIO
STATE: TX
ZIP: 78259
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Tesoro Alaska Pipeline Co LLC
CENTRAL INDEX KEY: 0000911614
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35143
FILM NUMBER: 162011450
BUSINESS ADDRESS:
STREET 1: 19100 RIDGEWOOD PARKWAY
CITY: SAN ANTONIO
STATE: TX
ZIP: 78259
BUSINESS PHONE: 210-626-6000
MAIL ADDRESS:
STREET 1: 19100 RIDGEWOOD PARKWAY
CITY: SAN ANTONIO
STATE: TX
ZIP: 78259
FORMER NAME:
FORMER CONFORMED NAME: TESORO ALASKA Co LLC
DATE OF NAME CHANGE: 20141007
FORMER NAME:
FORMER CONFORMED NAME: TESORO ALASKA CO
DATE OF NAME CHANGE: 20010716
FORMER NAME:
FORMER CONFORMED NAME: TESORO ALASKA PETROLEUM CO
DATE OF NAME CHANGE: 19930903
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: TESORO REFINING & MARKETING Co LLC
CENTRAL INDEX KEY: 0001144853
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35143
FILM NUMBER: 162011451
BUSINESS ADDRESS:
STREET 1: 3450 S. 34TH WAY
STREET 2: SUITE 100
CITY: AUBURN
STATE: WA
ZIP: 98001
BUSINESS PHONE: 2106264837
MAIL ADDRESS:
STREET 1: 19100 RIDGEWOOD PARKWAY
CITY: SAN ANTONIO
STATE: TX
ZIP: 78259
FORMER NAME:
FORMER CONFORMED NAME: TESORO REFINING & MARKETING CO
DATE OF NAME CHANGE: 20020107
FORMER NAME:
FORMER CONFORMED NAME: TESORO WEST COAST CO
DATE OF NAME CHANGE: 20010712
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: TESORO CORP /NEW/
CENTRAL INDEX KEY: 0000050104
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: 001-35143
FILM NUMBER: 162011452
BUSINESS ADDRESS:
STREET 1: 19100 RIDGEWOOD PKWY
CITY: SAN ANTONIO
STATE: TX
ZIP: 78259-1828
BUSINESS PHONE: 210 626-6000
MAIL ADDRESS:
STREET 1: 19100 RIDGEWOOD PKWY
CITY: SAN ANTONIO
STATE: TX
ZIP: 78259-1828
FORMER NAME:
FORMER CONFORMED NAME: TESORO PETROLEUM CORP /NEW/
DATE OF NAME CHANGE: 19920703
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2016-11-21
0
0001507615
TESORO LOGISTICS LP
TLLP
0000050104
TESORO CORP /NEW/
19100 RIDGEWOOD PARKWAY
SAN ANTONIO
TX
78259-1828
0
0
1
0
0001144853
TESORO REFINING & MARKETING Co LLC
19100 RIDGEWOOD PARKWAY
SAN ANTONIO
TX
78259-1828
0
0
1
0
0000911614
Tesoro Alaska Pipeline Co LLC
19100 RIDGEWOOD PARKWAY
SAN ANTONIO
TX
78259-1828
0
0
1
0
0001517724
Tesoro Logistics GP, LLC
19100 RIDGEWOOD PARKWAY
SAN ANTONIO
TX
78259-1828
1
0
1
0
Common units representing limited partnership interests
2016-11-21
4
A
0
860933
A
34055042
D
Pursuant to the Contribution, Conveyance and Assumption Agreement dated November 21, 2016 among the Issuer, Tesoro Logistics GP, LLC (the "General Partner"), Tesoro Corporation ("Tesoro"), Tesoro Refining & Marketing Company LLC ("TRMC") and Tesoro Logistics Operations LLC, the General Partner agreed to contribute certain assets to the Issuer in exchange for 860,933 common units representing limited partner interests in the Issuer ("Common Units"), approximately $360 million in cash and 17,570 general partner units necessary to restore and maintain its 2% general partner interest in the Issuer.
This Form 4 is filed jointly by Tesoro, the General Partner, TRMC and Tesoro Alaska Company LLC ("Tesoro Alaska"). The General Partner owns a 2% general partner interest in the Issuer. Tesoro, Tesoro Alaska and TRMC collectively own 100% of the membership interests in the General Partner (Tesoro: 2.9%, Tesoro Alaska: 15.3%, and TRMC: 81.8%). Tesoro owns 100% of the securities of each of TRMC and Tesoro Alaska. Tesoro, Tesoro Alaska and TRMC may be deemed to beneficially own the securities of the Issuer held directly by the General Partner, but disclaim beneficial ownership of such securities except to the extent of their pecuniary interest therein.
(Continued from footnote 2) Following the transactions reported on this Form 4, Tesoro directly owns 15,620,925 Common Units, the General Partner directly owns 9,644,050 Common Units, Tesoro Alaska directly owns 571,065 Common Units and TRMC directly owns 8,067,981 Common Units and indirectly owns 151,021 Common Units through its wholly-owned subsidiary Carson Cogeneration Company.
/s/ Kim K.W. Rucker, Executive Vice President, General Counsel and Secretary, Tesoro Corporation
2016-11-21
/s/ Kim K.W. Rucker, Executive Vice President, Tesoro Refining & Marketing Company LLC
2016-11-21
/s/ Kim K.W. Rucker, Executive Vice President and General Counsel, Tesoro Alaska Company LLC
2016-11-21
/s/ Kim K.W. Rucker, Executive Vice President and General Counsel, Tesoro Logistics, GP LLC
2016-11-21