0001209191-14-062851.txt : 20141015 0001209191-14-062851.hdr.sgml : 20141015 20141010161816 ACCESSION NUMBER: 0001209191-14-062851 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20141010 FILED AS OF DATE: 20141010 DATE AS OF CHANGE: 20141010 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Dominion Midstream Partners, LP CENTRAL INDEX KEY: 0001603286 STANDARD INDUSTRIAL CLASSIFICATION: NATURAL GAS TRANSMISSION [4922] IRS NUMBER: 465135781 BUSINESS ADDRESS: STREET 1: 120 TREDEGAR STREET CITY: RICHMOND STATE: VA ZIP: 23219 BUSINESS PHONE: 8048192000 MAIL ADDRESS: STREET 1: 120 TREDEGAR STREET CITY: RICHMOND STATE: VA ZIP: 23219 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Dominion MLP Holding Company, LLC CENTRAL INDEX KEY: 0001614524 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36684 FILM NUMBER: 141152602 BUSINESS ADDRESS: STREET 1: 120 TREDEGAR STREET CITY: RICHMOND STATE: VA ZIP: 23219 BUSINESS PHONE: 8048192000 MAIL ADDRESS: STREET 1: 120 TREDEGAR STREET CITY: RICHMOND STATE: VA ZIP: 23219 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Dominion Midstream GP, LLC CENTRAL INDEX KEY: 0001614516 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36684 FILM NUMBER: 141152603 BUSINESS ADDRESS: STREET 1: 120 TREDEGAR STREET CITY: RICHMOND STATE: VA ZIP: 23219 BUSINESS PHONE: 8048192000 MAIL ADDRESS: STREET 1: 120 TREDEGAR STREET CITY: RICHMOND STATE: VA ZIP: 23219 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Dominion Cove Point, Inc. CENTRAL INDEX KEY: 0001603285 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36684 FILM NUMBER: 141152604 BUSINESS ADDRESS: STREET 1: 120 TREDEGAR STREET CITY: RICHMOND STATE: VA ZIP: 23219 BUSINESS PHONE: 8048192000 MAIL ADDRESS: STREET 1: 120 TREDEGAR STREET CITY: RICHMOND STATE: VA ZIP: 23219 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: DOMINION RESOURCES INC /VA/ CENTRAL INDEX KEY: 0000715957 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] STATE OF INCORPORATION: VA FISCAL YEAR END: 0503 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36684 FILM NUMBER: 141152605 BUSINESS ADDRESS: STREET 1: 120 TREDEGAR STREET CITY: RICHMOND STATE: VA ZIP: 23219 BUSINESS PHONE: 8048192000 MAIL ADDRESS: STREET 1: P. O. BOX 26532 CITY: RICHMOND STATE: VA ZIP: 23261 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2014-10-10 0 0001603286 Dominion Midstream Partners, LP DM 0000715957 DOMINION RESOURCES INC /VA/ 120 TREDEGAR STREET RICHMOND VA 23219 1 0 1 0 0001603285 Dominion Cove Point, Inc. 120 TREDEGAR STREET RICHMOND VA 23219 1 0 1 0 0001614516 Dominion Midstream GP, LLC 120 TREDEGAR STREET RICHMOND VA 23219 1 0 1 0 0001614524 Dominion MLP Holding Company, LLC 120 TREDEGAR STREET RICHMOND VA 23219 1 0 1 0 Common Units (Limited Partner Interests) 0 I See Footnotes Subordinated Units (Limited Partner Interests) Common Units I See Footnotes This Form 3 is being filed jointly by Dominion Resources, Inc. ("DRI"), Dominion Cove Point, Inc. ("DCP"), Dominion Midstream GP, LLC (the "General Partner") and Dominion MLP Holding Company, LLC ("DMHC") in connection with the effectiveness of the Issuer's Registration Statement on Form S-1 (File No. 333-194864) (the "Registration Statement"). DCP, a direct wholly-owned subsidiary of DRI, owns all of the membership interests in both the General Partner and DMHC. Accordingly, the General Partner and DMHC are both indirect wholly-owned subsidiaries of DRI. As of the effectiveness of the Registration Statement, DMHC owns a 100% limited partner interest in the Issuer and the General Partner owns the non-economic general partner interest in the Issuer. DCP owns all of the membership interests in DMHC and the General Partner, and DRI is the sole shareholder of DCP. Accordingly DCP and DRI may be deemed to indirectly beneficially own securities of the Issuer owned directly by DMHC and the General Partner. As described in the Registration Statement, in connection with the closing of the initial public offering of the Issuer, DRI and its subsidiaries will contribute the general partner interest in Dominion Cove Point LNG, LP ("Cove Point") and a portion of the preferred equity interests in Cove Point to the Issuer and DMHC will receive (i) 11,847, 789 common units and (ii) 31,972,789 subordinated units, for a combined 68.5% limited partner interest in the Issuer. The Issuer has granted to the underwriters a 30-day option to purchase up to an aggregate of 2,625,000 additional common units. If the underwriters do not exercise this option in full or at all, the common units that would have been sold to the underwriters had they exercised the option in full will be issued to DMHC at the expiration of the option period. Each subordinated unit will convert into one common unit at the end of the subordination period described in the Registration Statement. The subordinated units have no expiration date. /s/ Karen W. Doggett, Assistant Corporate Secretary, Dominion Resources, Inc. 2014-10-10 /s/ Karen W. Doggett, Assistant Secretary, Dominion Cove Point, Inc. 2014-10-10 /s/ Karen W. Doggett, Assistant Secretary, Dominion Midstream GP, LLC 2014-10-10 /s/ Karen W. Doggett, Assistant Secretary, Dominion MLP Holding Company, LLC 2014-10-10