0000899243-16-016116.txt : 20160316
0000899243-16-016116.hdr.sgml : 20160316
20160316161416
ACCESSION NUMBER: 0000899243-16-016116
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20160314
FILED AS OF DATE: 20160316
DATE AS OF CHANGE: 20160316
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Western Gas Partners LP
CENTRAL INDEX KEY: 0001414475
STANDARD INDUSTRIAL CLASSIFICATION: NATURAL GAS TRANSMISSION [4922]
IRS NUMBER: 261075808
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 1201 LAKE ROBBINS DRIVE
CITY: THE WOODLANDS
STATE: TX
ZIP: 77380
BUSINESS PHONE: 832-636-1000
MAIL ADDRESS:
STREET 1: 1201 LAKE ROBBINS DRIVE
CITY: THE WOODLANDS
STATE: TX
ZIP: 77380
FORMER COMPANY:
FORMER CONFORMED NAME: Western Gas Partners
DATE OF NAME CHANGE: 20071009
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: APC Midstream Holdings, LLC
CENTRAL INDEX KEY: 0001601306
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34046
FILM NUMBER: 161509849
BUSINESS ADDRESS:
STREET 1: 1201 LAKE ROBBINS DRIVE
CITY: THE WOODLANDS
STATE: TX
ZIP: 77380
BUSINESS PHONE: 832-636-1000
MAIL ADDRESS:
STREET 1: 1201 LAKE ROBBINS DRIVE
CITY: THE WOODLANDS
STATE: TX
ZIP: 77380
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: ANADARKO MARCELLUS MIDSTREAM, L.L.C.
CENTRAL INDEX KEY: 0001571011
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34046
FILM NUMBER: 161509850
BUSINESS ADDRESS:
STREET 1: 1201 LAKE ROBBINS DRIVE
CITY: THE WOODLANDS
STATE: TX
ZIP: 77380
BUSINESS PHONE: 832-636-1000
MAIL ADDRESS:
STREET 1: 1201 LAKE ROBBINS DRIVE
CITY: THE WOODLANDS
STATE: TX
ZIP: 77380
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Western Gas Equity Holdings, LLC
CENTRAL INDEX KEY: 0001563544
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34046
FILM NUMBER: 161509851
BUSINESS ADDRESS:
STREET 1: 1201 LAKE ROBBINS DRIVE
CITY: THE WOODLANDS
STATE: TX
ZIP: 77380
BUSINESS PHONE: (832) 636-6000
MAIL ADDRESS:
STREET 1: 1201 LAKE ROBBINS DRIVE
CITY: THE WOODLANDS
STATE: TX
ZIP: 77380
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: WESTERN GAS RESOURCES INC
CENTRAL INDEX KEY: 0000856716
STANDARD INDUSTRIAL CLASSIFICATION: NATURAL GAS DISTRIBUTION [4924]
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34046
FILM NUMBER: 161509854
BUSINESS ADDRESS:
STREET 1: 1099 18TH STREET, SUITE 1200
CITY: DENVER
STATE: CO
ZIP: 80202-1955
BUSINESS PHONE: 303 452 5603
MAIL ADDRESS:
STREET 1: 1099 18TH STREET, SUITE 1200
CITY: DENVER
STATE: CO
ZIP: 80202-1955
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: ANADARKO PETROLEUM CORP
CENTRAL INDEX KEY: 0000773910
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: 001-34046
FILM NUMBER: 161509855
BUSINESS ADDRESS:
STREET 1: 1201 LAKE ROBBINS DRIVE
CITY: THE WOODLANDS
STATE: TX
ZIP: 77380-1046
BUSINESS PHONE: 832-636-1000
MAIL ADDRESS:
STREET 1: 1201 LAKE ROBBINS DR.
CITY: THE WOODLANDS
STATE: TX
ZIP: 77380
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Western Gas Equity Partners, LP
CENTRAL INDEX KEY: 0001423902
STANDARD INDUSTRIAL CLASSIFICATION: NATURAL GAS TRANSMISSION [4922]
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34046
FILM NUMBER: 161509853
BUSINESS ADDRESS:
STREET 1: 1201 LAKE ROBBINS DRIVE
CITY: THE WOODLANDS
STATE: TX
ZIP: 77380-7046
BUSINESS PHONE: 832-636-1000
MAIL ADDRESS:
STREET 1: 1201 LAKE ROBBINS DRIVE
CITY: THE WOODLANDS
STATE: TX
ZIP: 77380-7046
FORMER NAME:
FORMER CONFORMED NAME: WGR Holdings LLC
DATE OF NAME CHANGE: 20080115
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2016-03-14
0
0001414475
Western Gas Partners LP
WES
0000773910
ANADARKO PETROLEUM CORP
1201 LAKE ROBBINS DRIVE
THE WOODLANDS
TX
77380
0
0
1
0
0000856716
WESTERN GAS RESOURCES INC
1201 LAKE ROBBINS DR.
THE WOODLANDS
TX
77380
0
0
1
0
0001423902
Western Gas Equity Partners, LP
1201 LAKE ROBBINS DR.
THE WOODLANDS
TX
77380
0
0
1
0
0001563544
Western Gas Equity Holdings, LLC
1201 LAKE ROBBINS DR.
THE WOODLANDS
TX
77380
0
0
1
0
0001571011
ANADARKO MARCELLUS MIDSTREAM, L.L.C.
1201 LAKE ROBBINS DR.
THE WOODLANDS
TX
77380
0
0
1
0
0001601306
APC Midstream Holdings, LLC
1201 LAKE ROBBINS DR.
THE WOODLANDS
TX
77380
0
0
1
0
Common Units representing limited partner interests
2016-03-14
4
P
0
1253761
29.91
A
51307585
I
See footnotes
Common Units representing limited partner interests
2016-03-14
4
P
0
835841
29.91
A
52143426
I
See footnotes
On March 14, 2016, as partial consideration for an acquisition of assets from Anadarko Petroleum Corporation ("Anadarko"), Western Gas Partners, LP ("WES") issued 1,253,761 common units to an indirect wholly owned subsidiary of Anadarko, APC Midstream Holdings, LLC ("AMH"), at $29.91 per unit, pursuant to a Contribution Agreement dated as of February 24, 2016. Separately, Western Gas Partners, LP issued 835,841 common units to Western Gas Equity Partners, LP at $29.91 per unit, pursuant to a Common Unit Purchase Agreement dated February 24, 2016.
As of March 14, 2016, (i) WGP owns 50,132,046 WES common units and 100% of the membership interests in WES's general partner, Western Gas Holdings, LLC, and AMH owns 1,562,251 WES common units and 11,735,446 Class C units, (ii) Western Gas Resources, Inc. ("WGR") owns (A) all of the membership interests of Western Gas Equity Holdings, LLC ("WGP GP"), the general partner of WGP, (B) 87.3% of the issued and outstanding limited partner interests in WGP, and (Z) 100% of the membership interests in AMH, (iii) WGP GP owns a 0% noneconomic general partner interest in WGP, and (iv) Anadarko Petroleum Corporation ("Anadarko") owns all of the issued and outstanding shares of common stock of WGR. Accordingly, WGP GP, WGR and Anadarko may be deemed to be indirect beneficial owners of any securities held by WGP, and WGR and Anadarko may be deemed to be indirect beneficial owners of any securities held by AMH.
As of March 14, 2016, (i) AMM owns 449,129 WES common units, (ii) Kerr-McGee Worldwide Corporation ("KWC") owns 100% of the membership interests in AMM, (iii) Kerr-McGee Corporation ("KMG") owns 100% of KWC, and (iv) Anadarko owns 100% of KMG. Accordingly, KWC, KMG and Anadarko may be deemed to be indirect beneficial owners of any securities held by AMM.
/s/ Philip H. Peacock, Authorized Signatory of Anadarko Petroleum Corporation
2016-03-16
/s/ Philip H. Peacock, Authorized Signatory of Western Gas Resources, Inc.
2016-03-16
/s/ Philip H. Peacock, Vice President, General Counsel and Corporate Secretary of the general partner of Western Gas Equity Partners, LP
2016-03-16
/s/ Philip H. Peacock, Vice President, General Counsel and Corporate Secretary of Western Gas Equity Holdings, LLC
2016-03-16
/s/ Philip H. Peacock, Authorized Signatory for Anadarko Marcellus Midstream, L.L.C.
2016-03-16
/s/ Philip H. Peacock, Authorized Signatory for APC Midstream Holdings, LLC
2016-03-16