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Western Acquisition Holdings, LLC

Disclosed activity across 1 company

Tapewire entity
172216
SEC CIK
0001678684

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Reported relationships

Latest disclosed role at each company.

No relationships currently tracked through insider filings.

Disclosed balances

About these balances

Latest available filing per company, not a reconstructed current portfolio. Matching sequences show the last reported balance with all source rows expandable; grouping alone does not establish account ownership. Do not add unresolved positions together. Filings may omit unchanged positions, and amendments may correct only part of an older disclosure. Jointly reported shares are not necessarily this owner's personal holdings.

No balances currently tracked through insider filings.

Past disclosures · reporting ended (1)

No longer tracked through insider filings. These historical balances do not imply present ownership or a zero position.

Western Refining Logistics, LP

Report date October 30, 2017 · Filed November 01, 2017

Jointly reported with Western Refining Southwest, Inc., Western Refining, Inc., Giant Industries, Inc.

Section 16 reporting ended · disclosed 2017-11-01. Current position is not established by this disclosure.

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Common units representing limited partnership interestsSEC Table I · non-derivativeDirect0 Reported balance After 2017-10-30 transaction · row 1 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 1 · 2017-10-30 · Disposition to issuer · Disposed 31,390,623 · Balance 0

F1: In connection with the merger between the Issuer and a wholly-owned subsidiary of Andeavor Logistics LP ("ANDX"), among the 32,018,847 common units of the Issuer that were owned directly or indirectly by Western Refining Southwest, Inc. ("WRSW"), including 628,224 common units owned through a wholly owned subsidiary, (i) 3,634,473 common units were cancelled and converted into a Special Limited Partner Interest (as defined in the merger agreement) in ANDX and (ii) 28,384,374 common units were converted into 14,853,542 ANDX common units having a market value of approximately $681.8 million on the date of the merger.

F3: This Form 4 is being filed jointly by Western Refining, Inc. ("Western"), Giant Industries, Inc. ("Giant"), Western Acquisition Holdings, LLC ("WAH") and WRSW. Giant is a wholly owned subsidiary of Western and owns approximately 38.7% of the outstanding shares of WRSW. WAH owns approximately 61.3% of the outstanding shares of WRSW and is a wholly owned subsidiary of Giant. Prior to the merger, WRSW directly owned 31,390,623 common units of the Issuer and 80,000 TexNew Mex Units and indirectly owned 628,224 common units of the Issuer through a wholly owned subsidiary. Western, Giant and WAH may be deemed to beneficially own all the securities owned by WRSW, but disclaim beneficial ownership of such securities except to the extent of their pecuniary interest therein.

Common units representing limited partnership interestsSEC Table I · non-derivativeIndirectThrough St. Paul Park Refining Co. LLC0 Reported balance After 2017-10-30 transaction · row 2 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 2 · 2017-10-30 · Disposition to issuer · Disposed 628,224 · Balance 0

F1: In connection with the merger between the Issuer and a wholly-owned subsidiary of Andeavor Logistics LP ("ANDX"), among the 32,018,847 common units of the Issuer that were owned directly or indirectly by Western Refining Southwest, Inc. ("WRSW"), including 628,224 common units owned through a wholly owned subsidiary, (i) 3,634,473 common units were cancelled and converted into a Special Limited Partner Interest (as defined in the merger agreement) in ANDX and (ii) 28,384,374 common units were converted into 14,853,542 ANDX common units having a market value of approximately $681.8 million on the date of the merger.

TexNew Mex UnitsSEC Table I · non-derivativeDirect0 Reported balance After 2017-10-30 transaction · row 3 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 3 · 2017-10-30 · Disposition to issuer · Disposed 80,000 · Balance 0

F2: In connection with the merger, each TexNew Mex Unit of the Issuer was converted into the right to receive a ANDX TexNew Mex Unit (as defined in the merger agreement), a new class of limited partner units in ANDX with substantially the same powers, preferences and rights to distributions as the TexNew Mex Units of the Issuer.

Filing footnotes · ownership attribution and instrument terms

F1: In connection with the merger between the Issuer and a wholly-owned subsidiary of Andeavor Logistics LP ("ANDX"), among the 32,018,847 common units of the Issuer that were owned directly or indirectly by Western Refining Southwest, Inc. ("WRSW"), including 628,224 common units owned through a wholly owned subsidiary, (i) 3,634,473 common units were cancelled and converted into a Special Limited Partner Interest (as defined in the merger agreement) in ANDX and (ii) 28,384,374 common units were converted into 14,853,542 ANDX common units having a market value of approximately $681.8 million on the date of the merger.

F2: In connection with the merger, each TexNew Mex Unit of the Issuer was converted into the right to receive a ANDX TexNew Mex Unit (as defined in the merger agreement), a new class of limited partner units in ANDX with substantially the same powers, preferences and rights to distributions as the TexNew Mex Units of the Issuer.

F3: This Form 4 is being filed jointly by Western Refining, Inc. ("Western"), Giant Industries, Inc. ("Giant"), Western Acquisition Holdings, LLC ("WAH") and WRSW. Giant is a wholly owned subsidiary of Western and owns approximately 38.7% of the outstanding shares of WRSW. WAH owns approximately 61.3% of the outstanding shares of WRSW and is a wholly owned subsidiary of Giant. Prior to the merger, WRSW directly owned 31,390,623 common units of the Issuer and 80,000 TexNew Mex Units and indirectly owned 628,224 common units of the Issuer through a wholly owned subsidiary. Western, Giant and WAH may be deemed to beneficially own all the securities owned by WRSW, but disclaim beneficial ownership of such securities except to the extent of their pecuniary interest therein.

Transaction history

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Purchases/sales include open-market and private transactions. Plan disclosure applies to the filing; individual rows may differ. “Not disclosed” is not “unplanned.”

The cutoff filters transaction history only. Company summaries and owner relationships show the latest available disclosures. Parser corrections can improve historical records.

Transaction dateCompanyActivity / securityShares / unitsReported priceReported valueDetails
October 30, 2017 Filed Nov 1, 2017 20:34 UTC Western Refining Logistics, LP WNRL · Entity 172185 Disposition to issuerTexNew Mex Units 80,000 Not disclosed Not disclosed
Disclosure

SEC source: 0000899243-17-025173 · doc4.xml · nonDerivative · entry 3

Western Refining Southwest, Inc. · CIK 0000912517 · 10% owner · See Remarks

Western Refining, Inc. · CIK 0001339048 · 10% owner · See Remarks

Giant Industries, Inc. · CIK 0000856465 · 10% owner · See Remarks

Western Acquisition Holdings, LLC · CIK 0001678684 · 10% owner · See Remarks

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

F2 · price: In connection with the merger, each TexNew Mex Unit of the Issuer was converted into the right to receive a ANDX TexNew Mex Unit (as defined in the merger agreement), a new class of limited partner units in ANDX with substantially the same powers, preferences and rights to distributions as the TexNew Mex Units of the Issuer.

Read SEC document
October 30, 2017 Filed Nov 1, 2017 20:34 UTC Western Refining Logistics, LP WNRL · Entity 172185 Disposition to issuerCommon units representing limited partnership interests 628,224 Not disclosed Not disclosed
Disclosure

SEC source: 0000899243-17-025173 · doc4.xml · nonDerivative · entry 2

Western Refining Southwest, Inc. · CIK 0000912517 · 10% owner · See Remarks

Western Refining, Inc. · CIK 0001339048 · 10% owner · See Remarks

Giant Industries, Inc. · CIK 0000856465 · 10% owner · See Remarks

Western Acquisition Holdings, LLC · CIK 0001678684 · 10% owner · See Remarks

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · Through St. Paul Park Refining Co. LLC

Disclosed balance after: 0

F1 · price: In connection with the merger between the Issuer and a wholly-owned subsidiary of Andeavor Logistics LP ("ANDX"), among the 32,018,847 common units of the Issuer that were owned directly or indirectly by Western Refining Southwest, Inc. ("WRSW"), including 628,224 common units owned through a wholly owned subsidiary, (i) 3,634,473 common units were cancelled and converted into a Special Limited Partner Interest (as defined in the merger agreement) in ANDX and (ii) 28,384,374 common units were converted into 14,853,542 ANDX common units having a market value of approximately $681.8 million on the date of the merger.

Read SEC document
October 30, 2017 Filed Nov 1, 2017 20:34 UTC Western Refining Logistics, LP WNRL · Entity 172185 Disposition to issuerCommon units representing limited partnership interests 31,390,623 Not disclosed Not disclosed
Disclosure

SEC source: 0000899243-17-025173 · doc4.xml · nonDerivative · entry 1

Western Refining Southwest, Inc. · CIK 0000912517 · 10% owner · See Remarks

Western Refining, Inc. · CIK 0001339048 · 10% owner · See Remarks

Giant Industries, Inc. · CIK 0000856465 · 10% owner · See Remarks

Western Acquisition Holdings, LLC · CIK 0001678684 · 10% owner · See Remarks

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

F1 · price: In connection with the merger between the Issuer and a wholly-owned subsidiary of Andeavor Logistics LP ("ANDX"), among the 32,018,847 common units of the Issuer that were owned directly or indirectly by Western Refining Southwest, Inc. ("WRSW"), including 628,224 common units owned through a wholly owned subsidiary, (i) 3,634,473 common units were cancelled and converted into a Special Limited Partner Interest (as defined in the merger agreement) in ANDX and (ii) 28,384,374 common units were converted into 14,853,542 ANDX common units having a market value of approximately $681.8 million on the date of the merger.

F3 · ownership.direct: This Form 4 is being filed jointly by Western Refining, Inc. ("Western"), Giant Industries, Inc. ("Giant"), Western Acquisition Holdings, LLC ("WAH") and WRSW. Giant is a wholly owned subsidiary of Western and owns approximately 38.7% of the outstanding shares of WRSW. WAH owns approximately 61.3% of the outstanding shares of WRSW and is a wholly owned subsidiary of Giant. Prior to the merger, WRSW directly owned 31,390,623 common units of the Issuer and 80,000 TexNew Mex Units and indirectly owned 628,224 common units of the Issuer through a wholly owned subsidiary. Western, Giant and WAH may be deemed to beneficially own all the securities owned by WRSW, but disclaim beneficial ownership of such securities except to the extent of their pecuniary interest therein.

Read SEC document
March 02, 2017 Filed Mar 2, 2017 16:14 UTC Western Refining Logistics, LP WNRL · Entity 172185 ConversionSubordinated units representing limited partner interests · Derivative 22,811,000 $0.00 $0.00
Disclosure

SEC source: 0000899243-17-006031 · doc4.xml · derivative · entry 4

Western Refining Southwest, Inc. · CIK 0000912517 · 10% owner · See Remarks

Giant Industries, Inc. · CIK 0000856465 · 10% owner · See Remarks

Western Refining, Inc. · CIK 0001339048 · 10% owner · See Remarks

Western Acquisition Holdings, LLC · CIK 0001678684 · 10% owner · See Remarks

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Common units representing limited partner interests · 22,811,000 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · derivative.exercise_price: On March 2, 2017, 22,811,000 subordinated units representing limited partner interests of the Issuer (the "Subordinated Units") directly owned by Western Refining Southwest, Inc. ("WRSW") were converted into common units representing limited partner interests in the Issuer (the "Common Units") on a one-for-one basis for no additional consideration upon the satisfaction of certain conditions in the Second Amended and Restated Agreement of Limited Partnership of the Issuer, dated October 30, 2015 (the "Partnership Agreement"). There was no expiration date associated with the Subordinated Units.

F1 · price: On March 2, 2017, 22,811,000 subordinated units representing limited partner interests of the Issuer (the "Subordinated Units") directly owned by Western Refining Southwest, Inc. ("WRSW") were converted into common units representing limited partner interests in the Issuer (the "Common Units") on a one-for-one basis for no additional consideration upon the satisfaction of certain conditions in the Second Amended and Restated Agreement of Limited Partnership of the Issuer, dated October 30, 2015 (the "Partnership Agreement"). There was no expiration date associated with the Subordinated Units.

F1 · derivative.exercise_date: On March 2, 2017, 22,811,000 subordinated units representing limited partner interests of the Issuer (the "Subordinated Units") directly owned by Western Refining Southwest, Inc. ("WRSW") were converted into common units representing limited partner interests in the Issuer (the "Common Units") on a one-for-one basis for no additional consideration upon the satisfaction of certain conditions in the Second Amended and Restated Agreement of Limited Partnership of the Issuer, dated October 30, 2015 (the "Partnership Agreement"). There was no expiration date associated with the Subordinated Units.

F1 · derivative.expiration_date: On March 2, 2017, 22,811,000 subordinated units representing limited partner interests of the Issuer (the "Subordinated Units") directly owned by Western Refining Southwest, Inc. ("WRSW") were converted into common units representing limited partner interests in the Issuer (the "Common Units") on a one-for-one basis for no additional consideration upon the satisfaction of certain conditions in the Second Amended and Restated Agreement of Limited Partnership of the Issuer, dated October 30, 2015 (the "Partnership Agreement"). There was no expiration date associated with the Subordinated Units.

F2 · ownership.direct: This Form 4 is being filed jointly by WRSW, Western Acquisition Holdings, LLC ("WAH"), Giant Industries, Inc. ("Giant") and Western Refining, Inc. ("Western"). Giant is a wholly owned subsidiary of Western and owns approximately 38.7% of the outstanding shares of WRSW. WAH owns approximately 61.3% of the outstanding shares of WRSW and is a wholly owned subsidiary of Giant. WAH may be deemed to beneficially own the Common Units of the Issuer directly owned by WRSW, but disclaims beneficial ownership except to the extent of its pecuniary interest therein.

Read SEC document
March 02, 2017 Filed Mar 2, 2017 16:14 UTC Western Refining Logistics, LP WNRL · Entity 172185 ConversionCommon Units representing limited partner interests 22,811,000 $0.00 $0.00
Disclosure

SEC source: 0000899243-17-006031 · doc4.xml · nonDerivative · entry 1

Western Refining Southwest, Inc. · CIK 0000912517 · 10% owner · See Remarks

Giant Industries, Inc. · CIK 0000856465 · 10% owner · See Remarks

Western Refining, Inc. · CIK 0001339048 · 10% owner · See Remarks

Western Acquisition Holdings, LLC · CIK 0001678684 · 10% owner · See Remarks

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 31,390,623

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · price: On March 2, 2017, 22,811,000 subordinated units representing limited partner interests of the Issuer (the "Subordinated Units") directly owned by Western Refining Southwest, Inc. ("WRSW") were converted into common units representing limited partner interests in the Issuer (the "Common Units") on a one-for-one basis for no additional consideration upon the satisfaction of certain conditions in the Second Amended and Restated Agreement of Limited Partnership of the Issuer, dated October 30, 2015 (the "Partnership Agreement"). There was no expiration date associated with the Subordinated Units.

F2 · ownership.direct: This Form 4 is being filed jointly by WRSW, Western Acquisition Holdings, LLC ("WAH"), Giant Industries, Inc. ("Giant") and Western Refining, Inc. ("Western"). Giant is a wholly owned subsidiary of Western and owns approximately 38.7% of the outstanding shares of WRSW. WAH owns approximately 61.3% of the outstanding shares of WRSW and is a wholly owned subsidiary of Giant. WAH may be deemed to beneficially own the Common Units of the Issuer directly owned by WRSW, but disclaims beneficial ownership except to the extent of its pecuniary interest therein.

Read SEC document
September 15, 2016 Filed Sep 16, 2016 19:10 UTC Western Refining Logistics, LP WNRL · Entity 172185 PurchaseCommon Units representing limited partner interests 628,224 Not disclosed Not disclosed
Disclosure

SEC source: 0000899243-16-029173 · doc4.xml · nonDerivative · entry 1

Western Refining Southwest, Inc. · CIK 0000912517 · 10% owner · See Remarks

Giant Industries, Inc. · CIK 0000856465 · 10% owner · See Remarks

Western Refining, Inc. · CIK 0001339048 · 10% owner · See Remarks

Western Acquisition Holdings, LLC · CIK 0001678684 · 10% owner · See Remarks

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · Through St. Paul Park Refining Co. LLC

Disclosed balance after: 628,224

F1 · kind: This Form 4 is being filed jointly by Western Refining Southwest, Inc. ("WRSW"), Western Acquisition Holdings, LLC ("WAH"), Giant Industries, Inc. ("Giant") and Western Refining, Inc. ("Western"). On September 15, 2016, pursuant to that certain Contribution, Conveyance and Assumption Agreement by and among Western, St. Paul Park Refining Co. LLC ("SPPR"), the Issuer and Western Refining Logistics GP, LLC, the Issuer acquired from SPPR certain storage, terminalling and other logistics assets, in exchange for total consideration of $210 million, comprised of $195 million in cash and 628,224 common units (the "Common Units") representing limited partner interests in the Issuer (the "Acquisition").

F1 · price: This Form 4 is being filed jointly by Western Refining Southwest, Inc. ("WRSW"), Western Acquisition Holdings, LLC ("WAH"), Giant Industries, Inc. ("Giant") and Western Refining, Inc. ("Western"). On September 15, 2016, pursuant to that certain Contribution, Conveyance and Assumption Agreement by and among Western, St. Paul Park Refining Co. LLC ("SPPR"), the Issuer and Western Refining Logistics GP, LLC, the Issuer acquired from SPPR certain storage, terminalling and other logistics assets, in exchange for total consideration of $210 million, comprised of $195 million in cash and 628,224 common units (the "Common Units") representing limited partner interests in the Issuer (the "Acquisition").

F1 · ownership.direct: This Form 4 is being filed jointly by Western Refining Southwest, Inc. ("WRSW"), Western Acquisition Holdings, LLC ("WAH"), Giant Industries, Inc. ("Giant") and Western Refining, Inc. ("Western"). On September 15, 2016, pursuant to that certain Contribution, Conveyance and Assumption Agreement by and among Western, St. Paul Park Refining Co. LLC ("SPPR"), the Issuer and Western Refining Logistics GP, LLC, the Issuer acquired from SPPR certain storage, terminalling and other logistics assets, in exchange for total consideration of $210 million, comprised of $195 million in cash and 628,224 common units (the "Common Units") representing limited partner interests in the Issuer (the "Acquisition").

F2 · ownership.direct: SPPR is an indirect wholly owned subsidiary of WRSW. WAH owns approximately 61.3% of the outstanding shares of WRSW and is a wholly owned subsidiary of Giant, which is a wholly owned subsidiary of Western. Giant directly owns approximately 38.7% of the outstanding shares of WRSW. As a result of the Acquisition, WRSW, WAH, Giant and Western may be deemed to beneficially own the Common Units of the Issuer directly owned by SPPR, but disclaim beneficial ownership except to the extent of their pecuniary interest therein.

Read SEC document

Value uses the disclosed total when available, otherwise shares × reported transaction price. It is not an estimate of exercise cash cost or investment performance.