0000899243-16-033883.txt : 20161118 0000899243-16-033883.hdr.sgml : 20161118 20161118162446 ACCESSION NUMBER: 0000899243-16-033883 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20161116 FILED AS OF DATE: 20161118 DATE AS OF CHANGE: 20161118 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: CONE Midstream Partners LP CENTRAL INDEX KEY: 0001610418 STANDARD INDUSTRIAL CLASSIFICATION: NATURAL GAS TRANSMISSION [4922] IRS NUMBER: 471054194 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1000 CONSOL ENERGY DRIVE CITY: CANONSBURG STATE: PA ZIP: 15317 BUSINESS PHONE: 724-485-4000 MAIL ADDRESS: STREET 1: 1000 CONSOL ENERGY DRIVE CITY: CANONSBURG STATE: PA ZIP: 15317 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: NOBLE ENERGY INC CENTRAL INDEX KEY: 0000072207 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36635 FILM NUMBER: 162008040 BUSINESS ADDRESS: STREET 1: 1001 NOBLE ENERGY WAY CITY: HOUSTON STATE: TX ZIP: 77070 BUSINESS PHONE: 2818723100 MAIL ADDRESS: STREET 1: 1001 NOBLE ENERGY WAY CITY: HOUSTON STATE: TX ZIP: 77070 FORMER NAME: FORMER CONFORMED NAME: NOBLE AFFILIATES INC DATE OF NAME CHANGE: 20020426 FORMER NAME: FORMER CONFORMED NAME: NOBLE AFFILIATES INC DATE OF NAME CHANGE: 19920703 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: NBL Midstream, LLC CENTRAL INDEX KEY: 0001655908 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36635 FILM NUMBER: 162008041 BUSINESS ADDRESS: STREET 1: 1001 NOBLE ENERGY WAY CITY: HOUSTON STATE: TX ZIP: 77070 BUSINESS PHONE: (281) 872-3100 MAIL ADDRESS: STREET 1: 1001 NOBLE ENERGY WAY CITY: HOUSTON STATE: TX ZIP: 77070 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2016-11-16 0 0001610418 CONE Midstream Partners LP CNNX 0001655908 NBL Midstream, LLC 1001 NOBLE ENERGY WAY HOUSTON TX 77070 1 0 1 0 0000072207 NOBLE ENERGY INC 1001 NOBLE ENERGY WAY HOUSTON TX 77070 1 0 1 0 Common units representing limited partner interests 2016-11-16 4 A 0 2591577 A 7110638 I See Footnotes On November 16, 2016, pursuant to that certain Contribution Agreement by and among CONE Gathering LLC ("CONE Gathering"), CONE Midstream GP LLC (the "General Partner"), CONE Midstream Partners LP (the "Issuer"), CONE Midstream Operating Company LLC and the other parties named therein, CONE Gathering contributed to the Issuer a 25% limited partner interest in CONE Midstream DevCo I LP in exchange for consideration comprised of $140 million in cash, the issuance to CONE Gathering of 5,183,154 common units representing limited partner interests in the Issuer and the issuance to the General Partner of an additional general partner interest in the Issuer in an amount necessary for the General Partner to maintain its two percent general partner interest in the Issuer (the "Acquisition"). (Continued from Footnote 1) Immediately thereafter, CONE Gathering distributed to NBL Midstream, LLC ("NBL Midstream"), as its 50% member, 2,591,577 common units representing limited partner interests in the Issuer and $70 million in cash. As a result of the distribution, CONE Gathering no longer has a pecuniary interest in these units. This Form 4 is being filed jointly by NBL Midstream and Noble Energy, Inc. ("Noble") in connection with the Acquisition. NBL Midstream is a wholly owned subsidiary of Noble. Accordingly, Noble may be deemed to indirectly beneficially own securities of the Issuer owned directly by NBL Midstream. /s/ Kirk A. Moore, Secretary of NBL Midstream, LLC 2016-11-18 /s/ Kirk A. Moore, Assistant Secretary of Noble Energy, Inc. 2016-11-18