0001181431-12-039375.txt : 20120703
0001181431-12-039375.hdr.sgml : 20120703
20120703160635
ACCESSION NUMBER: 0001181431-12-039375
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20120629
FILED AS OF DATE: 20120703
DATE AS OF CHANGE: 20120703
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: CHESAPEAKE MIDSTREAM PARTNERS LP
CENTRAL INDEX KEY: 0001483096
STANDARD INDUSTRIAL CLASSIFICATION: NATURAL GAS TRANSMISSION [4922]
IRS NUMBER: 800534394
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 900 NW 63RD
CITY: OKLAHOMA CITY
STATE: OK
ZIP: 73118
BUSINESS PHONE: (405) 935-1500
MAIL ADDRESS:
STREET 1: 900 NW 63RD
CITY: OKLAHOMA CITY
STATE: OK
ZIP: 73118
FORMER COMPANY:
FORMER CONFORMED NAME: Chesapeake Midstream Partners, L.P.
DATE OF NAME CHANGE: 20100202
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: CHESAPEAKE ENERGY CORP
CENTRAL INDEX KEY: 0000895126
STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311]
STATE OF INCORPORATION: OK
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34831
FILM NUMBER: 12944885
BUSINESS ADDRESS:
STREET 1: 6100 N WESTERN AVE
CITY: OKLAHOMA CITY
STATE: OK
ZIP: 73118
BUSINESS PHONE: 4058488000
MAIL ADDRESS:
STREET 1: 6100 NORTH WESTERN AVE
CITY: OKLAHOMA CITY
STATE: OK
ZIP: 73118
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: CHESAPEAKE MIDSTREAM HOLDINGS LLC
CENTRAL INDEX KEY: 0001497549
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34831
FILM NUMBER: 12944886
BUSINESS ADDRESS:
STREET 1: 777 NW GRAND BOULEVARD
CITY: OKLAHOMA CITY
STATE: OK
ZIP: 73118
BUSINESS PHONE: 405-935-1500
MAIL ADDRESS:
STREET 1: 777 NW GRAND BOULEVARD
CITY: OKLAHOMA CITY
STATE: OK
ZIP: 73118
4
1
rrd350282.xml
FORM 4
X0306
4
2012-06-29
1
0001483096
CHESAPEAKE MIDSTREAM PARTNERS LP
CHKM
0001497549
CHESAPEAKE MIDSTREAM HOLDINGS LLC
900 NW 63RD STREET
OKLAHOMA CITY
OK
73118
1
0
1
0
0000895126
CHESAPEAKE ENERGY CORP
6100 NORTH WESTERN AVENUE
OKLAHOMA CITY
OK
73118
1
0
1
0
Common Units
2012-06-29
4
S
0
33704666
24.91
D
0
I
See Explanation of Responses
Subordinated Units
2012-06-29
4
S
0
6438115
24.91
D
Common Units
6438115
0
I
See Explanation of Responses
This form is filed jointly by Chesapeake Energy Corporation, an Oklahoma corporation ("Chesapeake"), and Chesapeake Midstream Holdings, L.L.C., a Delaware limited liability company and wholly owned subsidiary of Chesapeake ("CMH"). Chesapeake owns Common Units and Subordinated Units of Chesapeake Midstream Partners, L.P., a Delaware limited partnership (the "Issuer"), indirectly through CMH.
Pursuant to a Purchase Agreement dated June 7, 2012 (the "Purchase Agreement") among CMH and GIP II Eagle 4 Holding, L.P., a Delaware limited partnership ("Eagle 4") CMH agreed to sell to Eagle 4, for cash consideration of $1.0 billion, (i) 6,438,115 Subordinated Units and (ii) 33,704,666 Common Units (collectively, the "Purchase Agreement Subject Interests"). On June 25, 2012, pursuant to an Assignment and Contribution Agreement, Eagle 4 assigned to GIP II Eagle Holdings Partnership, L.P., a Delaware limited partnership ("Eagle Holdings") all of its rights and obligations under the Purchase Agreement. On June 29, 2012, CMH sold the Purchase Agreement Subject Interests to Eagle Holdings for cash consideration of $1.0 billion.
The Subordinated Units listed in Table II will automatically convert into Common Units on a one-for-one basis at the end of the Subordination Period. The Subordination Period will end as described in "Item V. Market for Registrant's Common Equity, Related Unitholder Matters and Issuer Purchases of Equity Securities-Selected Information from our Partnership Agreement-Minimum Quarterly Distribution" of the Issuer's Annual Report on Form 10-K for the year ended December 31, 2011.
/s/ Marc D. Rome, Vice President-Corporate Governance and Assistant Corporate Secretary for Chesapeake Midstream Holdings, L.L.C.
2012-07-03
/s/ Marc D. Rome, Vice President-Corporate Governance and Assistant Corporate Secretary for Chesapeake Energy Corporation
2012-07-03