0001209191-18-054167.txt : 20181003
0001209191-18-054167.hdr.sgml : 20181003
20181003213909
ACCESSION NUMBER: 0001209191-18-054167
CONFORMED SUBMISSION TYPE: 3
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20181001
FILED AS OF DATE: 20181003
DATE AS OF CHANGE: 20181003
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Marathon Petroleum Corp
CENTRAL INDEX KEY: 0001510295
STANDARD INDUSTRIAL CLASSIFICATION: PETROLEUM REFINING [2911]
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35143
FILM NUMBER: 181106825
BUSINESS ADDRESS:
STREET 1: 539 SOUTH MAIN STREET
CITY: FINDLAY
STATE: OH
ZIP: 45840-3229
BUSINESS PHONE: 419-421-2159
MAIL ADDRESS:
STREET 1: 539 SOUTH MAIN STREET
CITY: FINDLAY
STATE: OH
ZIP: 45840-3229
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: ANDEAVOR
CENTRAL INDEX KEY: 0000050104
STANDARD INDUSTRIAL CLASSIFICATION: PETROLEUM REFINING [2911]
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35143
FILM NUMBER: 181106826
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 CORP /NEW/
DATE OF NAME CHANGE: 20041108
FORMER NAME:
FORMER CONFORMED NAME: TESORO PETROLEUM CORP /NEW/
DATE OF NAME CHANGE: 19920703
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Western Refining, Inc.
CENTRAL INDEX KEY: 0001339048
STANDARD INDUSTRIAL CLASSIFICATION: PETROLEUM REFINING [2911]
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35143
FILM NUMBER: 181106827
BUSINESS ADDRESS:
STREET 1: 6500 TROWBRIDGE DRIVE
CITY: EL PASO
STATE: TX
ZIP: 79905
BUSINESS PHONE: (915) 775-3488
MAIL ADDRESS:
STREET 1: 6500 TROWBRIDGE DRIVE
CITY: EL PASO
STATE: TX
ZIP: 79905
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Giant Industries, Inc.
CENTRAL INDEX KEY: 0000856465
STANDARD INDUSTRIAL CLASSIFICATION: PETROLEUM REFINING [2911]
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35143
FILM NUMBER: 181106828
BUSINESS ADDRESS:
STREET 1: 1250 W. WASHINGTON STREET, SUITE 101
CITY: TEMPE
STATE: AZ
ZIP: 85281
BUSINESS PHONE: (602) 286-1401
MAIL ADDRESS:
STREET 1: 1250 W. WASHINGTON STREET, SUITE 101
CITY: TEMPE
STATE: AZ
ZIP: 85281
FORMER NAME:
FORMER CONFORMED NAME: GIANT INDUSTRIES INC
DATE OF NAME CHANGE: 19920703
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Western Refining Southwest, Inc.
CENTRAL INDEX KEY: 0000912517
STATE OF INCORPORATION: AZ
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35143
FILM NUMBER: 181106829
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: GIANT INDUSTRIES ARIZONA INC
DATE OF NAME CHANGE: 19930923
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: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35143
FILM NUMBER: 181106830
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 Alaska Pipeline Co LLC
CENTRAL INDEX KEY: 0000911614
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35143
FILM NUMBER: 181106831
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 Logistics GP, LLC
CENTRAL INDEX KEY: 0001517724
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35143
FILM NUMBER: 181106832
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
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: ANDEAVOR 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
FORMER COMPANY:
FORMER CONFORMED NAME: TESORO LOGISTICS LP
DATE OF NAME CHANGE: 20101210
3
1
doc3.xml
FORM 3 SUBMISSION
X0206
3
2018-10-01
0
0001507615
ANDEAVOR LOGISTICS LP
ANDX
0001510295
Marathon Petroleum Corp
539 SOUTH MAIN STREET
FINDLAY
OH
45840
1
0
1
0
0000050104
ANDEAVOR
539 SOUTH MAIN STREET
FINDLAY
OH
45840
1
0
1
0
0001339048
Western Refining, Inc.
539 SOUTH MAIN STREET
FINDLAY
OH
45840
1
0
1
0
0000856465
Giant Industries, Inc.
539 SOUTH MAIN STREET
FINDLAY
OH
45840
1
0
1
0
0000912517
Western Refining Southwest, Inc.
539 SOUTH MAIN STREET
FINDLAY
OH
45840
1
0
1
0
0001144853
TESORO REFINING & MARKETING Co LLC
539 SOUTH MAIN STREET
FINDLAY
OH
45840
1
0
1
0
0000911614
Tesoro Alaska Pipeline Co LLC
539 SOUTH MAIN STREET
FINDLAY
OH
45840
1
0
1
0
0001517724
Tesoro Logistics GP, LLC
539 SOUTH MAIN STREET
FINDLAY
OH
45840
1
0
1
0
Common Units (Limited Partner Interests)
156173128
I
See Footnotes (1)(2)
This Form 3 is submitted jointly by Marathon Petroleum Corporation ("MPC"), Andeavor LLC (as successor by merger to Andeavor), Western Refining, Inc. ("WRI"), Giant Industries, Inc. ("GII"), Western Refining Southwest, Inc. ("WRSI"), Tesoro Refining & Marketing Company LLC ("TRMC"), Tesoro Alaska Company LLC ("TAC"), and Tesoro Logistics GP, LLC ("TLGP"). Andeavor LLC is a wholly owned subsidiary of MPC. WRI is a wholly owned subsidiary of Andeavor LLC. GII is a wholly owned subsidiary of WRI. WRSI is a wholly owned subsidiary of GII. TRMC and TAC are wholly owned subsidiaries of WRSI. All of the membership interests in TLGP are held by TRMC, TAC, and WRSI. Accordingly, Andeavor LLC, WRI, GII, WRSI, TRMC, TAC and TLGP are all direct or indirect wholly owned subsidiaries of MPC.
The Common Units are held by TLGP (88,624,852) and WRSI (67,548,276). Pursuant to the terms of the Agreement and Plan of Merger, dated as of April 29, 2018 (as amended, the "Merger Agreement"), by and among MPC, Andeavor, Mahi Inc. and Mahi LLC (n/k/a Andeavor LLC), Andeavor merged with and into Mahi Inc., with Andeavor surviving, and immediately following, Andeavor merged with and into Mahi LLC (n/k/a Andeavor LLC), with Mahi LLC (n/k/a Andeavor LLC) surviving the merger as a wholly owned subsidiary of MPC. MPC, Andeavor LLC, WRI, GII, TRMC and TAC each disclaims beneficial ownership of the Common Units of the Issuer except to the extent of its pecuniary interest therein. TLGP also owns the noneconomic general partner interest in the Issuer. MPC, Andeavor LLC, WRI, GII, WRSI, TRMC and TAC may be deemed to be the indirect beneficial owners of the noneconomic general partner interest in the Issuer, but each disclaims beneficial ownership except to the extent of its pecuniary interest.
/s/ Molly R. Benson, Vice President, Corporate Secretary and Chief Compliance Officer, Marathon Petroleum Corporation
2018-10-03
/s/ Molly R. Benson, Vice President and Secretary, Andeavor LLC
2018-10-03
/s/ Molly R. Benson, Vice President and Secretary, Western Refining, Inc.
2018-10-03
/s/ Molly R. Benson, Vice President and Secretary, Giant Industries, Inc.
2018-10-03
/s/ Molly R. Benson, Vice President and Secretary, Western Refining Southwest, Inc.
2018-10-03
/s/ Molly R. Benson, Vice President and Secretary, Tesoro Refining & Marketing Company LLC
2018-10-03
/s/ Molly R. Benson, Vice President and Secretary, Tesoro Alaska Company LLC
2018-10-03
/s/ Molly R. Benson, Vice President, Chief Securities, Governance & Compliance Officer and Corporate Secretary, Tesoro Logistics GP, LLC
2018-10-03