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VALERO ENERGY CORP/TX — Director's Dealing 2016
Apr 1, 2016
30024_dirs_2016-04-01_d44613d9-5e50-4897-9577-625d4305cc6f.zip
Director's Dealing
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SEC Form 4 — Statement of Changes in Beneficial Ownership
Issuer: VALERO ENERGY PARTNERS LP (VLP)
CIK: 0001583103
Period of Report: 2016-04-01
Reporting Person: VALERO ENERGY CORP/TX (10% Owner)
Reporting Person: Valero Terminaling & Distribution Co (10% Owner)
Reporting Person: VALERO ENERGY PARTNERS GP LLC (10% Owner)
Non-Derivative Transactions
| Date | Security | Code | Shares | Price | A/D | Holdings After | Ownership |
|---|---|---|---|---|---|---|---|
| 2016-04-01 | Common units representing limited partner interests | J | 728775 | — | Acquired | 15747377 | Indirect |
Footnotes
F1: This Form 4 is being filed jointly by Valero Energy Corporation ("Valero"), Valero Terminaling and Distribution Company ("VTDC") and Valero Energy Partners GP LLC (the "General Partner"). The common stock of VTDC is owned by various indirect, wholly owned subsidiaries of Valero as described in footnote (2) below. The General Partner is a wholly owned subsidiary of VTDC. Accordingly, Valero may be deemed to indirectly beneficially own securities of Valero Energy Partners LP (the "Partnership") owned directly by VTDC and the General Partner.
F2: On April 1, 2016, the Partnership and VTDC entered into a Contribution Agreement, pursuant to which VTDC contributed, and caused the General Partner to contribute, interests in a subsidiary of Valero to the Partnership in exchange for a cash distribution of $204 million to VTDC and the issuance of 728,775 Common Units to VTDC and 14,873 general partner units to the General Partner.
F3: This amount excludes 28,789,989 subordinated units beneficially owned by VTDC. Each subordinated unit will convert into one common unit at the end of the subordination period as set forth in the Partnership's partnership agreement. In certain circumstances, if the General Partner is removed as the general partner of the Partnership, the General Partner will have the right to convert its general partner interest and its incentive distribution rights into common units as set forth in the Partnership's partnership agreement.