sc13dza
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
SCHEDULE 13D/A
(Amendment No. 1)
Under the Securities Exchange Act of 1934
TARGA RESOURCES PARTNERS LP
(Name of Issuer)
Common Units
(Title of Class of Securities)
Rene R. Joyce
1000 Louisiana Street, Suite 4300
Houston, Texas 77002
Tel: (713) 584-1000
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
September 24, 2009
(Date of Event which Requires Filing
of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition
which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e),
13d-1(f) or 13d-1(g), check the following box: o
(Continued on following pages)
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1 |
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NAME OF REPORTING PERSON
Targa Resources Investments Inc. |
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2 |
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a) þ |
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(b) o |
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3 |
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SEC USE ONLY |
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4 |
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SOURCE OF FUNDS |
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OO (see Item 3) |
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5 |
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) |
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o |
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6 |
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CITIZENSHIP OR PLACE OF ORGANIZATION |
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Delaware, United States
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7 |
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SOLE VOTING POWER |
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NUMBER OF |
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0 Common Units |
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SHARES |
8 |
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SHARED VOTING POWER (1) |
BENEFICIALLY |
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OWNED BY |
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20,055,846 Common Units |
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EACH |
9 |
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SOLE DISPOSITIVE POWER |
REPORTING |
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PERSON |
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0 Common Units |
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WITH |
10 |
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SHARED DISPOSITIVE POWER (1) |
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20,055,846 Common Units |
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11 |
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON (1) |
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20,055,846 Common Units |
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12 |
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES |
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o
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13 |
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) |
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32.5% of Common Units |
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14 |
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TYPE OF REPORTING PERSON |
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CO |
(1) Targa GP Inc. and Targa LP Inc. are the beneficial owners of these common units. Targa Resources Investments Sub Inc., Targa Resources, Inc., Targa Resources LLC, Targa Resources II LLC, Targa Resources Holdings GP LLC, Targa Resources Holdings LP, Targa Midstream GP LLC and Targa Midstream Services Limited Partnership may be deemed to beneficially own these Common Units. See Item 3.
2
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1 |
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NAME OF REPORTING PERSON
Targa Resources Investments Sub Inc. |
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2 |
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a) þ |
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(b) o |
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3 |
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SEC USE ONLY |
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4 |
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SOURCE OF FUNDS |
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OO (see Item 3) |
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5 |
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) |
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o |
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6 |
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CITIZENSHIP OR PLACE OF ORGANIZATION |
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Delaware, United States
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7 |
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SOLE VOTING POWER |
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NUMBER OF |
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0 Common Units |
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SHARES |
8 |
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SHARED VOTING POWER (1) |
BENEFICIALLY |
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OWNED BY |
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20,055,846 Common Units |
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EACH |
9 |
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SOLE DISPOSITIVE POWER |
REPORTING |
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PERSON |
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0 Common Units |
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WITH |
10 |
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SHARED DISPOSITIVE POWER (1) |
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20,055,846 Common Units |
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11 |
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON (1) |
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20,055,846 Common Units |
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12 |
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES |
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o
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13 |
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) |
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32.5% of Common Units |
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14 |
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TYPE OF REPORTING PERSON |
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CO |
(1) Targa GP Inc. and Targa LP Inc. are the beneficial owners of these common units. Targa Resources Investments Inc., Targa Resources, Inc., Targa Resources LLC, Targa Resources II LLC, Targa Resources Holdings GP LLC, Targa Resources Holdings LP, Targa Midstream GP LLC and Targa Midstream Services Limited Partnership may be deemed to beneficially own these Common Units. See Item 3.
3
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1 |
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NAME OF REPORTING PERSON
Targa Resources, Inc. |
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2 |
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a) þ |
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(b) o |
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3 |
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SEC USE ONLY |
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4 |
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SOURCE OF FUNDS |
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OO (see Item 3) |
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5 |
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) |
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o |
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6 |
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CITIZENSHIP OR PLACE OF ORGANIZATION |
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Delaware, United States
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7 |
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SOLE VOTING POWER |
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NUMBER OF |
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0 Common Units |
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SHARES |
8 |
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SHARED VOTING POWER (1) |
BENEFICIALLY |
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OWNED BY |
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20,055,846 Common Units |
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EACH |
9 |
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SOLE DISPOSITIVE POWER |
REPORTING |
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PERSON |
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0 Common Units |
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WITH |
10 |
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SHARED DISPOSITIVE POWER (1) |
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|
20,055,846 Common Units |
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11 |
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON (1) |
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20,055,846 Common Units |
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12 |
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES |
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o
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13 |
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) |
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32.5% of Common Units |
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14 |
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TYPE OF REPORTING PERSON |
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CO |
(1) Targa GP Inc. and Targa LP Inc. are the beneficial owners of these common units. Targa Resources Investments Inc., Targa Resources Investments Sub Inc., Targa Resources LLC, Targa Resources II LLC, Targa Resources Holdings GP LLC, Targa Resources Holdings LP, Targa Midstream GP LLC and Targa Midstream Services Limited Partnership may be deemed to beneficially own these Common Units. See Item 3.
4
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1 |
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NAME OF REPORTING PERSON
Targa Resources LLC |
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2 |
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a) þ |
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(b) o |
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3 |
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SEC USE ONLY |
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4 |
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SOURCE OF FUNDS |
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OO (see Item 3) |
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5 |
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) |
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o |
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6 |
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CITIZENSHIP OR PLACE OF ORGANIZATION |
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Delaware, United States
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7 |
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SOLE VOTING POWER |
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NUMBER OF |
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0 Common Units |
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SHARES |
8 |
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SHARED VOTING POWER (1) |
BENEFICIALLY |
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OWNED BY |
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20,055,846 Common Units |
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EACH |
9 |
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SOLE DISPOSITIVE POWER |
REPORTING |
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PERSON |
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0 Common Units |
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WITH |
10 |
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SHARED DISPOSITIVE POWER (1) |
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|
20,055,846 Common Units |
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11 |
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON (1) |
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|
20,055,846 Common Units |
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|
12 |
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES |
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|
o
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13 |
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) |
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32.5% of Common Units |
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14 |
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TYPE OF REPORTING PERSON |
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OO limited liability company |
(1) Targa GP Inc. and Targa LP Inc. are the beneficial owners of these common units. Targa Resources Investments Inc., Targa Resources Investments Sub Inc., Targa Resources, Inc., Targa Resources II LLC, Targa Resources Holdings GP LLC, Targa Resources Holdings LP, Targa Midstream GP LLC and Targa Midstream Services Limited Partnership may be deemed to beneficially own these Common Units. See Item 3.
5
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1 |
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NAME OF REPORTING PERSON
Targa Resources II LLC |
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2 |
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a) þ |
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(b) o |
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3 |
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SEC USE ONLY |
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4 |
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SOURCE OF FUNDS |
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OO (see Item 3) |
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5 |
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) |
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o |
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6 |
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CITIZENSHIP OR PLACE OF ORGANIZATION |
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Delaware, United States
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7 |
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SOLE VOTING POWER |
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NUMBER OF |
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0 Common Units |
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SHARES |
8 |
|
SHARED VOTING POWER (1) |
BENEFICIALLY |
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OWNED BY |
|
20,055,846 Common Units |
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EACH |
9 |
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SOLE DISPOSITIVE POWER |
REPORTING |
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PERSON |
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0 Common Units |
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WITH |
10 |
|
SHARED DISPOSITIVE POWER (1) |
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|
20,055,846 Common Units |
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|
11 |
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON (1) |
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|
20,055,846 Common Units |
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|
12 |
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES |
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|
o
|
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13 |
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) |
|
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|
32.5% of Common Units |
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|
14 |
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TYPE OF REPORTING PERSON |
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|
OO limited liability company |
(1) Targa GP Inc. and Targa LP Inc. are the beneficial owners of these common units. Targa Resources Investments Inc., Targa Resources Investments Sub Inc., Targa Resources, Inc., Targa Resources LLC, Targa Resources Holdings GP LLC, Targa Resources Holdings LP, Targa Midstream GP LLC and Targa Midstream Services Limited Partnership may be deemed to beneficially own these Common Units. See Item 3.
6
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1 |
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NAME OF REPORTING PERSON
Targa Resources Holdings GP LLC |
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2 |
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a) þ |
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(b) o |
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3 |
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SEC USE ONLY |
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4 |
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SOURCE OF FUNDS |
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|
OO (see Item 3) |
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5 |
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) |
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o |
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6 |
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CITIZENSHIP OR PLACE OF ORGANIZATION |
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Delaware, United States
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7 |
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SOLE VOTING POWER |
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NUMBER OF |
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0 Common Units |
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SHARES |
8 |
|
SHARED VOTING POWER (1) |
BENEFICIALLY |
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|
OWNED BY |
|
20,055,846 Common Units |
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EACH |
9 |
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SOLE DISPOSITIVE POWER |
REPORTING |
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PERSON |
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0 Common Units |
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WITH |
10 |
|
SHARED DISPOSITIVE POWER (1) |
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|
20,055,846 Common Units |
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|
11 |
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON (1) |
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|
20,055,846 Common Units |
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|
12 |
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES |
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|
o
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13 |
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) |
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32.5% of Common Units |
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14 |
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TYPE OF REPORTING PERSON |
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|
OO limited liability company |
(1) Targa GP Inc. and Targa LP Inc. are the beneficial owners of these common units. Targa Resources Investments Inc., Targa Resources Investments Sub Inc., Targa Resources, Inc., Targa Resources LLC, Targa Resources II LLC, Targa Resources Holdings LP, Targa Midstream GP LLC and Targa Midstream Services Limited Partnership may be deemed to beneficially own these Common Units. See
Item 3.
7
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1 |
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NAME OF REPORTING PERSON
Targa Resources Holdings LP |
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2 |
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a) þ |
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(b) o |
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3 |
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SEC USE ONLY |
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4 |
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SOURCE OF FUNDS |
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|
OO (see Item 3) |
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5 |
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) |
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o |
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6 |
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CITIZENSHIP OR PLACE OF ORGANIZATION |
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Delaware, United States
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7 |
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SOLE VOTING POWER |
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NUMBER OF |
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0 Common Units |
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|
SHARES |
8 |
|
SHARED VOTING POWER (1) |
BENEFICIALLY |
|
|
OWNED BY |
|
20,055,846 Common Units |
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EACH |
9 |
|
SOLE DISPOSITIVE POWER |
REPORTING |
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|
PERSON |
|
0 Common Units |
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WITH |
10 |
|
SHARED DISPOSITIVE POWER (1) |
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|
20,055,846 Common Units |
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|
11 |
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON (1) |
|
|
|
20,055,846 Common Units |
|
|
|
12 |
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES |
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|
o
|
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13 |
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) |
|
|
|
32.5% of Common Units |
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|
14 |
|
TYPE OF REPORTING PERSON |
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|
PN |
(1) Targa GP Inc. and Targa LP Inc. are the beneficial owners of these common units. Targa Resources Investments Inc., Targa Resources Investments Sub Inc., Targa Resources, Inc., Targa Resources LLC, Targa Resources II LLC, Targa Resources Holdings GP LLC, Targa Midstream GP LLC and Targa Midstream Services Limited Partnership may be deemed to beneficially own these Common Units. See
Item 3.
8
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1 |
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NAME OF REPORTING PERSON
Targa Midstream GP LLC |
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2 |
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a) þ |
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(b) o |
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|
3 |
|
SEC USE ONLY |
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|
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|
4 |
|
SOURCE OF FUNDS |
|
|
|
OO (see Item 3) |
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|
5 |
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) |
|
|
|
o |
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|
6 |
|
CITIZENSHIP OR PLACE OF ORGANIZATION |
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|
Delaware, United States
|
|
|
|
|
|
7 |
|
SOLE VOTING POWER |
|
|
|
NUMBER OF |
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0 Common Units |
|
|
|
|
SHARES |
8 |
|
SHARED VOTING POWER (1) |
BENEFICIALLY |
|
|
OWNED BY |
|
20,055,846 Common Units |
|
|
|
|
EACH |
9 |
|
SOLE DISPOSITIVE POWER |
REPORTING |
|
|
PERSON |
|
0 Common Units |
|
|
|
|
WITH |
10 |
|
SHARED DISPOSITIVE POWER (1) |
|
|
|
|
|
20,055,846 Common Units |
|
|
|
11 |
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON (1) |
|
|
|
20,055,846 Common Units |
|
|
|
12 |
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES |
|
|
|
o
|
|
|
|
13 |
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) |
|
|
|
32.5% of Common Units |
|
|
|
14 |
|
TYPE OF REPORTING PERSON |
|
|
|
OO - limited liability company |
(1) Targa GP Inc. and
Targa LP Inc. are the beneficial owners of these common units. Targa
Resources Investments Inc., Targa Resources Investments Sub Inc.,
Targa Resources, Inc., Targa Resources LLC, Targa Resources II LLC,
Targa Resources Holdings GP LLC, Targa Resources Holdings LP and
Targa Midstream Services Limited Partnership may be deemed to
beneficially own these Common Units. See
Item 3.
9
|
|
|
|
|
|
1 |
|
NAME OF REPORTING PERSON
Targa Midstream Services Limited Partnership |
|
|
|
|
|
|
2 |
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
|
(a) þ |
|
(b) o |
|
|
|
3 |
|
SEC USE ONLY |
|
|
|
|
|
|
|
4 |
|
SOURCE OF FUNDS |
|
|
|
OO (see Item 3) |
|
|
|
5 |
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) |
|
|
|
o |
|
|
|
6 |
|
CITIZENSHIP OR PLACE OF ORGANIZATION |
|
|
|
Delaware, United States
|
|
|
|
|
|
7 |
|
SOLE VOTING POWER |
|
|
|
NUMBER OF |
|
0 Common Units |
|
|
|
|
SHARES |
8 |
|
SHARED VOTING POWER (1) |
BENEFICIALLY |
|
|
OWNED BY |
|
20,055,846 Common Units |
|
|
|
|
EACH |
9 |
|
SOLE DISPOSITIVE POWER |
REPORTING |
|
|
PERSON |
|
0 Common Units |
|
|
|
|
WITH |
10 |
|
SHARED DISPOSITIVE POWER (1) |
|
|
|
|
|
20,055,846 Common Units |
|
|
|
11 |
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON (1) |
|
|
|
20,055,846 Common Units |
|
|
|
12 |
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES |
|
|
|
o
|
|
|
|
13 |
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) |
|
|
|
32.5% of Common Units |
|
|
|
14 |
|
TYPE OF REPORTING PERSON |
|
|
|
PN |
(1) Targa GP Inc. and Targa LP Inc. are the beneficial owners of these common units. Targa Resources Investments Inc., Targa Resources Investments Sub Inc., Targa Resources, Inc., Targa Resources LLC, Targa Resources II LLC, Targa Resources Holdings GP LLC, Targa Midstream GP LLC and Targa Resources Holdings LP may be deemed to beneficially own these Common Units. See Item 3.
10
|
|
|
|
|
|
1 |
|
NAME OF REPORTING PERSON
Targa GP Inc. |
|
|
|
|
|
|
2 |
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
|
(a) þ |
|
(b) o |
|
|
|
3 |
|
SEC USE ONLY |
|
|
|
|
|
|
|
4 |
|
SOURCE OF FUNDS |
|
|
|
OO (see Item 3) |
|
|
|
5 |
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) |
|
|
|
o |
|
|
|
6 |
|
CITIZENSHIP OR PLACE OF ORGANIZATION |
|
|
|
Delaware, United States
|
|
|
|
|
|
7 |
|
SOLE VOTING POWER |
|
|
|
NUMBER OF |
|
0 Common Units |
|
|
|
|
SHARES |
8 |
|
SHARED VOTING POWER (1) |
BENEFICIALLY |
|
|
OWNED BY |
|
9,626,129 Common Units |
|
|
|
|
EACH |
9 |
|
SOLE DISPOSITIVE POWER |
REPORTING |
|
|
PERSON |
|
0 Common Units |
|
|
|
|
WITH |
10 |
|
SHARED DISPOSITIVE POWER (1) |
|
|
|
|
|
9,626,129 Common Units |
|
|
|
11 |
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON (1) |
|
|
|
9,626,129 Common Units |
|
|
|
12 |
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES |
|
|
|
o
|
|
|
|
13 |
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) |
|
|
|
15.6% of Common Units |
|
|
|
14 |
|
TYPE OF REPORTING PERSON |
|
|
|
CO |
(1) Targa Resources Investments Inc., Targa Resources Investments Sub Inc., Targa Resources, Inc., Targa Resources LLC, Targa Resources II LLC, Targa Resources Holdings GP LLC, Targa Resources Holdings LP, Targa Midstream GP LLC and Targa Midstream Services Limited Partnership may be deemed to beneficially own these Common Units. See Item 3.
11
|
|
|
|
|
|
1 |
|
NAME OF REPORTING PERSON
Targa LP Inc. |
|
|
|
|
|
|
2 |
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
|
(a) þ |
|
(b) o |
|
|
|
3 |
|
SEC USE ONLY |
|
|
|
|
|
|
|
4 |
|
SOURCE OF FUNDS |
|
|
|
OO (see Item 3) |
|
|
|
5 |
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) |
|
|
|
o |
|
|
|
6 |
|
CITIZENSHIP OR PLACE OF ORGANIZATION |
|
|
|
Delaware, United States
|
|
|
|
|
|
7 |
|
SOLE VOTING POWER |
|
|
|
NUMBER OF |
|
0 Common Units |
|
|
|
|
SHARES |
8 |
|
SHARED VOTING POWER (1) |
BENEFICIALLY |
|
|
OWNED BY |
|
10,429,717 Common Units |
|
|
|
|
EACH |
9 |
|
SOLE DISPOSITIVE POWER |
REPORTING |
|
|
PERSON |
|
0 Common Units |
|
|
|
|
WITH |
10 |
|
SHARED DISPOSITIVE POWER (1) |
|
|
|
|
|
10,429,717 Common Units |
|
|
|
11 |
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON (1) |
|
|
|
10,429,717 Common Units |
|
|
|
12 |
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES |
|
|
|
o
|
|
|
|
13 |
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) |
|
|
|
16.9% of Common Units |
|
|
|
14 |
|
TYPE OF REPORTING PERSON |
|
|
|
CO |
(1) Targa Resources Investments Inc., Targa Resources Investments Sub Inc., Targa Resources, Inc., Targa Resources LLC, Targa Resources II LLC, Targa Resources Holdings GP LLC, Targa Resources Holdings LP, Targa Midstream GP LLC and Targa Midstream Services Limited Partnership may be deemed to beneficially own these Common Units. See Item 3.
12
This Amendment No. 1 to Schedule 13D (the Amendment) amends and supplements the
Schedule 13D originally filed by the Reporting Persons (as defined below) on June 5, 2009, relating
to common units representing limited partner interests (the Common Units) of Targa
Resources Partners LP, a Delaware limited partnership (the Partnership). The purpose of
this Amendment is to disclose the acquisition by the Reporting Persons of 8,527,615 additional
Common Units issued pursuant to a Purchase and Sale Agreement (the Purchase and Sale
Agreement), dated July 27, 2009, by and between Targa GP Inc. and Targa LP Inc., as Sellers,
and the Partnership, as Buyer, pursuant to which the Sellers agreed to sell to the Partnership
Targa Resources, Inc.s natural gas liquids business. The Purchase and Sale Agreement is included
as Exhibit 2.1 to the Partnerships Current Report on Form 8-K, filed on July 29, 2009, and
incorporated by reference herein and any description thereof is qualified in its entirety by
reference thereto.
Item 1. Security and Issuer
This schedule relates to the Common Units of the Partnership, which has its principal
executive offices at 1000 Louisiana Street, Suite 4300, Houston, Texas 77002.
Item 2. Identity and Background
(a) Name of Persons Filing this Statement:
|
(1) |
|
Targa Resources Investments Inc. (Targa Investments),
a corporation formed under the laws of the State of Delaware, owns 100% of the
capital stock of Investments Sub (as defined herein). |
|
|
(2) |
|
Targa Resources Investments Sub Inc. (Investments
Sub), a corporation formed under the laws of the State of Delaware, owns
100% of the capital stock of Targa (as defined herein). |
|
|
(3) |
|
Targa Resources, Inc. (Targa), a corporation formed
under the laws of the state of Delaware, owns 100% of the membership interests
of Resources (as defined herein). |
|
|
(4) |
|
Targa Resources LLC (Resources), a limited liability
company formed under the laws of Delaware, owns 100% of the membership
interests in Resources II (as defined herein) and 100% of the membership
interests in Resources Holding (as defined herein). |
|
|
(5) |
|
Targa Resources II LLC (Resources II), a limited
liability company formed under the laws of Delaware, owns a 99% limited partner
interest in Holdings (as defined herein). |
|
|
(6) |
|
Targa Resources Holdings GP LLC (Resources Holding),
a limited liability company formed under the laws of Delaware, owns a 1%
general partner interest in Holdings (as defined herein). |
13
|
(7) |
|
Targa Resources Holdings LP (Holdings), a limited
partnership formed under the laws of Delaware, owns a 96.6126% limited partner
interest in TMSLP (as defined herein) and 100% of the membership interests in
Midstream (as defined herein). |
|
|
(8) |
|
Targa Midstream GP LLC (Midstream), a limited
liability company formed under the laws of Delaware, owns a 3.3874% general
partner interest in TMSLP (as defined herein). |
|
|
(9) |
|
Targa Midstream Services Limited Partnership (TMSLP),
a limited partnership formed under the laws of Delaware, owns 100% of the
capital stock of GP Inc. and LP Inc. (as defined herein). |
|
|
(10) |
|
Targa GP Inc. (GP Inc.) is a corporation formed under
the laws of Delaware. |
|
|
(11) |
|
Targa LP Inc. (LP Inc. and together with Targa
Investments, Investments Sub, Targa, Resources, Resources II, Resources
Holding, Holdings, Midstream, TMSLP and GP Inc., the Reporting
Persons) is a corporation formed under the laws of Delaware. |
(b) Principal Business Address and Principal Office Address of Reporting Persons:
|
(1) |
|
The principal business address and principal office address of
the Reporting Persons is 1000 Louisiana Street, Suite 4300, Houston, Texas
77002. |
(c) Present Principal Occupation or Principal Business:
|
(1) |
|
The principal business of the Reporting Persons is natural gas
gathering, processing and transportation and natural gas liquids services. |
(d) None of the entities or persons identified in this Item 2 has, during the last five years,
been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).
(e) None of the entities or persons identified in this Item 2 has, during the last five years,
been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction
and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining
future violations of, or prohibiting or mandating activities subject to, federal or state
securities laws or finding any violations with respect to such laws.
(f) Each of the natural persons identified in this Item 2 is a U.S. citizen.
Pursuant to Instruction C to Schedule 13D of the Securities Exchange Act of 1934, as amended
(the Exchange Act), information regarding the directors and executive officers of Targa
Investments, Investments Sub, Targa, Resources, Resources II, Resources Holding, Midstream, GP Inc.
and LP Inc. (the Listed Persons) is provided on Schedule I and
14
incorporated by reference herein. None of the Listed Persons beneficially owns in excess of
1% of the outstanding Common Units.
Item 3. Source and Amount of Funds or Other Consideration
On September 24, 2009, the Partnership issued 4,176,791 Common Units to GP Inc. and 4,350,824
Common Units to LP Inc. pursuant to the Purchase and Sale Agreement as partial consideration for
the purchase from GP Inc. and LP Inc. of Targas natural gas liquids business, which comprises (i)
the Logistics Assets Segment, which consists of fractionation facilities, storage and terminalling
facilities, low sulfur natural gasoline treating facilities, pipeline transportation and
distribution assets, propane storage, truck terminals and NGL transport assets, as well as Targas
approximately 39% equity method investment in Gulf Coast Fractionators, (ii) the NGL Distribution
and Marketing Segment, which markets NGL production and purchases mixed or component NGL products
from third parties for resale and (iii) the Wholesale Marketing Segment, which provides services
for refineries, including NGL balancing, purchasing or marketing propane and providing butane
supply, and sells propane to retailers and end users.
Item 4. Purpose of Transaction
The Reporting Persons acquired the Common Units reported herein solely for investment
purposes. The Reporting Persons may make additional purchases or other acquisitions of Common
Units either in the open market or in private transactions depending on the Partnerships business,
prospects and financial condition, the market for the Common Units, general economic conditions,
money and stock market conditions and other future developments. As disclosed in Targas Annual
Report on Form 10-K for the year ended December 31, 2008 and in the Partnerships Annual Report on
Form 10-K for the year ended December 31, 2008, each filed with the Securities and Exchange
Commission, the Partnership plans to pursue acquisition and other growth opportunities from Targa.
In addition, Targa has indicated that it intends to use the Partnership as a growth vehicle to
pursue the acquisition and expansion of midstream natural gas, natural gas liquids and other
complementary energy businesses and assets. The Partnership intends to finance drop-downs from
Targa through a combination of debt and equity securities, including commercial debt facilities and
public and private offerings of debt and equity securities.
The following describes plans or proposals that the Reporting Persons may have with respect to
the matters set forth in Item 4(a)-(j) of Schedule 13D:
(a) None.
(b) None.
(c) None.
(d) None.
(e) None.
15
(f) None.
(g) None.
(h) None.
(i) None.
(j) Except as described in this Item 4, the Reporting Persons do not have, as of the date of
this Schedule 13D, any other plans or proposals that relate to or would result in any of the
actions or events specified in clauses (a) through (i) of Item 4 of Schedule 13D. The Reporting
Persons may change their plans or proposals in the future. In determining from time to time whether
to sell the Common Units reported as beneficially owned in this Schedule 13D (and in what amounts)
or to retain such securities, the Reporting Persons will take into consideration such factors as
they deem relevant, including the business and prospects of the Partnership, anticipated future
developments concerning the Partnership, existing and anticipated market conditions from time to
time, general economic conditions, regulatory matters, and other opportunities available to the
Reporting Persons. The Reporting Persons reserve the right to acquire additional securities of the
Partnership in the open market, in privately negotiated transactions (which may be with the
Partnership or with third parties) or otherwise, to dispose of all or a portion of their holdings
of securities of the Partnership or to change their intention with respect to any or all of the
matters referred to in this Item 4.
Item 5. Interest in Securities of the Issuer
(a) |
(1) |
|
GP Inc. is the record and beneficial owner of an aggregate of 9,626,129
Common Units. These holdings represent approximately 15.6% of the outstanding Common
Units. |
|
(2) |
|
LP Inc. is the record and beneficial owner of an aggregate of
10,429,717 Common Units. These holdings represent approximately 16.9% of the
outstanding Common Units. |
|
|
(3) |
|
Targa Investments, Investments Sub, Targa, Resources, Resources
II, Resources Holding, Holdings, Midstream and TMSLP do not directly own any
Common Units. Targa Investments, Investments Sub, Targa, Resources, Resources
II, Resources Holding, Holdings, Midstream and TMSLP may, pursuant to Rule
13d-3 under the Exchange Act, be deemed to be the beneficial owner of the
aggregate of 20,055,846 Common Units. These holdings represent approximately
32.5% of the outstanding Common Units. |
|
|
(4) |
|
Please see the information in Item 2 for the aggregate number
and percentage of Common Units beneficially owned by the Listed Persons. |
(b) The information set forth in Items 7 through 11 of the cover pages hereto is incorporated
herein by reference. The executive officers and members of the board of directors of Targa, who
are identified in Item 2 hereof, share the power to vote or to direct the vote, and to
16
dispose or to direct the disposition of, the Common Units owned by the Reporting Persons,
subject to certain exceptions.
(c) On September 24, 2009, the Partnership issued 4,176,791 Common Units to GP Inc. and
4,350,824 Common Units to LP Inc. pursuant to the Purchase and Sale Agreement as partial
consideration for the purchase from GP Inc. and LP Inc. of Targas natural gas liquids business.
Other than this issuance, which is described in Item 3 hereof, none of the Reporting Persons, or to
the Reporting Persons knowledge, the Listed Persons has effected transactions in the Common Units
in the past sixty days.
(d) The Reporting Persons have the right to receive distributions from, and the proceeds from
the sale of, the respective Common Units reported by such persons on the cover pages of this
Schedule 13D and in this Item 5. See Item 2 for the information applicable to the Listed Persons.
Except for the foregoing and the cash distributions as described in the Partnership Agreement, no
other person is known by the Reporting Persons or, to the Reporting Persons knowledge, the Listed
Persons, to have the right to receive or the power to direct the receipt of distributions from, or
the proceeds from the sale of, Common Units beneficially owned by the Reporting Persons or the
Listed Persons.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer
The Common Units acquired by the Reporting Persons on September 24, 2009 were acquired in a
private placement pursuant to the Purchase and Sale Agreement and are restricted securities.
Certain transfer restrictions and voting rights of the Reporting Persons and the allocation of
profits and lossess among the partners are set forth in the Partnership Agreement, which is
incorporated herein by reference. The Common Units issued pursuant to the Purchase and Sale
Agreement will be pledged to the lenders under the Credit Agreement dated October 31, 2005 between
Targa Resources, Inc., the lenders named therein, Credit Suisse, as Administrative Agent, Swing
Line Lender, Revolving L/C Issuer and Synthetic L/C Issuer, Credit Suisse and Merrill Lynch,
Pierce, Fenner & Smith Incorporated, as Joint Lead Arrangers, Credit Suisse, Merrill Lynch, Pierce,
Fenner & Smith Incorporated, and Goldman Sachs Credit Partners L.P., as Joint Bookrunners, Merrill
Lynch Capital Corporation, as Syndication Agent, and Bank of America, N.A., Lehman Commercial Paper
Inc. and Wachovia Bank, N.A. as Co-Documentation Agents.
Item 7. Material to Be Filed as Exhibits
|
|
|
Exhibit 2.1:
|
|
Purchase and Sale Agreement, dated as of July 27, 2009, by
and between Targa GP Inc., Targa LP Inc. and Targa Resources
Partners LP (incorporated by reference to Exhibit 2.1 to
Targa Resources Partners LPs Current Report on Form 8-K
filed July 29, 2009 (File No. 1-33303)). |
|
|
|
Exhibit 4.1:
|
|
First Amended and Restated Limited Partnership Agreement of
Targa Resources Partners LP, dated as of February 14, 2007
(incorporated by reference to Exhibit |
17
|
|
|
|
|
3.1 to Targa Resources Partners LPs Current Report on Form 8-K filed February 16, 2007 (File No. 1-33303)). |
|
|
|
Exhibit 4.2:
|
|
Amendment No. 1, dated May 13, 2008, to the First
Amended and Restated Limited Partnership Agreement of
Targa Resources Partners LP (incorporated by
reference to Exhibit 3.5 to Targa Resources Partners
LPs Quarterly Report on Form 10-Q filed May 14, 2008
(File No. 1-33303)). |
|
|
|
Exhibit 99.1:
|
|
Joint Filing Statement among the parties regarding
filing of Schedule 13D, dated May 29, 2009
(incorporated by reference to Exhibit 99.1 to the
Reporting Persons Schedule 13D filed June 5, 2009
(File No. 5-83048)). |
18
Signature
After reasonable inquiry and to the best of my knowledge and belief, I certify that the
information set forth in this statement is true, complete and correct.
|
|
|
|
|
|
|
September 24, 2009 |
|
TARGA RESOURCES INVESTMENTS INC. |
|
|
|
|
|
|
|
|
|
|
|
By:
Name:
|
|
/s/ Paul W. Chung
Paul W. Chung
|
|
|
|
|
Title:
|
|
Executive Vice President, General Counsel
and
Secretary |
|
|
19
Signature
After reasonable inquiry and to the best of my knowledge and belief, I certify that the
information set forth in this statement is true, complete and correct.
|
|
|
|
|
|
|
September 24, 2009 |
|
TARGA RESOURCES INVESTMENTS SUB INC. |
|
|
|
|
|
|
|
|
|
|
|
By:
Name:
|
|
/s/ Paul W. Chung
Paul W. Chung
|
|
|
|
|
Title:
|
|
Executive Vice President, General Counsel and
Secretary |
|
|
20
Signature
After reasonable inquiry and to the best of my knowledge and belief, I certify that the
information set forth in this statement is true, complete and correct.
|
|
|
|
|
|
|
September 24, 2009 |
|
TARGA RESOURCES, INC. |
|
|
|
|
|
|
|
|
|
|
|
By:
|
|
/s/ Paul W. Chung
|
|
|
|
|
Name:
|
|
Paul W. Chung |
|
|
|
|
Title:
|
|
Executive Vice President, General Counsel and
Secretary |
|
|
21
Signature
After reasonable inquiry and to the best of my knowledge and belief, I certify that the
information set forth in this statement is true, complete and correct.
|
|
|
|
|
|
|
September 24, 2009 |
|
TARGA RESOURCES LLC |
|
|
|
|
|
|
|
|
|
|
|
By:
Name:
|
|
/s/ Paul W. Chung
Paul W. Chung
|
|
|
|
|
Title:
|
|
Executive Vice President, General Counsel and
Secretary |
|
|
22
Signature
After reasonable inquiry and to the best of my knowledge and belief, I certify that the
information set forth in this statement is true, complete and correct.
|
|
|
|
|
|
|
September 24, 2009 |
|
TARGA RESOURCES II LLC |
|
|
|
|
|
|
|
|
|
|
|
By:
Name:
|
|
/s/ Paul W. Chung
Paul W. Chung
|
|
|
|
|
Title:
|
|
Executive Vice President, General Counsel and
Secretary |
|
|
23
Signature
After reasonable inquiry and to the best of my knowledge and belief, I certify that the
information set forth in this statement is true, complete and correct.
|
|
|
|
|
|
|
September 24, 2009 |
|
TARGA RESOURCES HOLDINGS GP LLC |
|
|
|
|
|
|
|
|
|
|
|
By:
Name:
|
|
/s/ Paul W. Chung
Paul W. Chung
|
|
|
|
|
Title:
|
|
Executive Vice President, General Counsel and Secretary |
|
|
24
Signature
After reasonable inquiry and to the best of my knowledge and belief, I certify that the
information set forth in this statement is true, complete and correct.
|
|
|
|
|
|
|
September 24, 2009 |
|
TARGA RESOURCES HOLDINGS LP |
|
|
|
|
|
|
|
|
|
|
|
By: Targa Resources Holdings GP LLC, its general partner |
|
|
|
|
|
|
|
|
|
|
|
By:
|
|
/s/ Paul W. Chung |
|
|
|
|
|
|
|
|
|
|
|
Name:
|
|
Paul W. Chung |
|
|
|
|
Title:
|
|
Executive Vice President, General Counsel and
Secretary |
|
|
25
Signature
After reasonable inquiry and to the best of my knowledge and belief, I certify that the
information set forth in this statement is true, complete and correct.
|
|
|
|
|
|
|
September 24, 2009 |
|
TARGA MIDSTREAM GP LLC |
|
|
|
|
|
|
|
|
|
|
|
By:
|
|
/s/ Paul W. Chung |
|
|
|
|
|
|
|
|
|
|
|
Name:
|
|
Paul W. Chung |
|
|
|
|
Title:
|
|
Executive Vice President, General Counsel and
Secretary |
|
|
26
Signature
After reasonable inquiry and to the best of my knowledge and belief, I certify that the
information set forth in this statement is true, complete and correct.
|
|
|
|
|
|
|
September 24, 2009 |
|
TARGA MIDSTREAM SERVICES LIMITED PARTNERSHIP |
|
|
|
|
|
|
|
|
|
|
|
By: Targa Midstream GP LLC, its general partner |
|
|
|
|
|
|
|
|
|
|
|
By:
|
|
/s/ Paul W. Chung |
|
|
|
|
|
|
|
|
|
|
|
Name:
|
|
Paul W. Chung |
|
|
|
|
Title:
|
|
Executive Vice President, General Counsel
and Secretary |
|
|
27
Signature
After reasonable inquiry and to the best of my knowledge and belief, I certify that the
information set forth in this statement is true, complete and correct.
|
|
|
|
|
|
|
September 24, 2009 |
|
TARGA GP INC. |
|
|
|
|
|
|
|
|
|
|
|
By:
|
|
/s/ Paul W. Chung |
|
|
|
|
|
|
|
|
|
|
|
Name:
|
|
Paul W. Chung |
|
|
|
|
Title:
|
|
Executive Vice President, General Counsel
and
Secretary |
|
|
28
Signature
After reasonable inquiry and to the best of my knowledge and belief, I certify that the
information set forth in this statement is true, complete and correct.
|
|
|
|
|
|
|
September 24, 2009 |
|
TARGA LP INC. |
|
|
|
|
|
|
|
|
|
|
|
By:
|
|
/s/ Paul W. Chung |
|
|
|
|
|
|
|
|
|
|
|
Name:
|
|
Paul W. Chung |
|
|
|
|
Title:
|
|
Executive Vice President, General Counsel
and
Secretary |
|
|
29
EXHIBIT INDEX
|
|
|
Exhibit 2.1:
|
|
Purchase and Sale Agreement, dated as of July 27, 2009, by
and between Targa GP Inc., Targa LP Inc. and Targa Resources
Partners LP (incorporated by reference to Exhibit 2.1 to
Targa Resources Partners LPs Current Report on Form 8-K
filed July 29, 2009 (File No. 1-33303)). |
|
|
|
Exhibit 4.1:
|
|
First Amended and Restated Limited Partnership Agreement of
Targa Resources Partners LP, dated as of February 14, 2007
(incorporated by reference to Exhibit 3.1 to Targa Resources
Partners LPs Current Report on Form 8-K filed February 16,
2007 (File No. 1-33303)). |
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|
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Exhibit 4.2:
|
|
Amendment No. 1, dated May 13, 2008, to the First Amended
and Restated Limited Partnership Agreement of Targa
Resources Partners LP (incorporated by reference to Exhibit
3.5 to Targa Resources Partners LPs Quarterly Report on
Form 10-Q filed May 14, 2008 (File No. 1-33303)). |
|
|
|
Exhibit 99.1:
|
|
Joint Filing Statement among the parties regarding filing of
Schedule 13D, dated May 29, 2009 (incorporated by reference
to Exhibit 99.1 to the Reporting Persons Schedule 13D filed
June 5, 2009 (File No. 5-83048)). |
30
Schedule I
Executive Officers of Targa Resources Investments Inc.
Rene R. Joyce
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: Chief Executive Officer and Director/Manager of Targa Investments,
Investments Sub, Targa, Resources, Resources II, Resources Holding, Midstream, GP Inc. and LP Inc.
Citizenship: USA
Amount Beneficially Owned: 81,000
Joe Bob Perkins
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: President of Targa Investments, Investments Sub, Targa, Resources,
Resources II, Resources Holding, Midstream, GP Inc. and LP Inc.
Citizenship: USA
Amount Beneficially Owned: 32,100
James W. Whalen
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: President Finance and Administration of Targa Investments,
Investments Sub, Targa, Resources, Resources II, Resources Holding, Midstream, GP Inc. and LP Inc.
Citizenship: USA
Amount Beneficially Owned: 111,152
Michael A. Heim
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: Executive Vice President and Chief Operating Officer of Targa
Investments, Investments Sub, Targa, Resources, Resources II, Resources Holding, Midstream, GP Inc.
and LP Inc.
Citizenship: USA
Amount Beneficially Owned: 8,000
Roy E. Johnson
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: Executive Vice President of Targa Investments, Investments Sub,
Targa, Resources, Resources II, Resources Holding, Midstream, GP Inc. and LP Inc.
Citizenship: USA
Amount Beneficially Owned: 10,000
Jeffrey J. McParland
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: Executive Vice President and Chief Financial Officer of Targa
Investments, Investments Sub, Targa, Resources, Resources II, Resources Holding, Midstream, GP Inc.
and LP Inc. Director/Manager of Investments Sub, Resources, Resources II, Resources Holding,
Midstream, GP Inc. and LP Inc.
31
Citizenship: USA
Amount Beneficially Owned: 16,500
Paul W. Chung
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: Executive Vice President, General Counsel and Secretary of Targa
Investments, Investments Sub, Targa, Resources, Resources II, Resources Holding, Midstream, GP Inc.
and LP Inc.
Citizenship: USA
Amount Beneficially Owned: 17,500
Directors of Targa Resources Investments Inc.
Charles R. Crisp
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: Director of Targa Investments, Targa and several other non-affiliated
companies
Citizenship: USA
Amount Beneficially Owned: 9,100
Joe B. Foster
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: Director of Targa Investments, Targa and several other non-affiliated
companies
Citizenship: USA
Amount Beneficially Owned: 12,700
In Seon Hwang
Address: 466 Lexington Avenue, New York, New York 10017
Principal Occupation: Member and Managing Director of Warburg Pincus LLC
Citizenship: USA
Amount Beneficially Owned: 0
Chansoo Joung
Address: 466 Lexington Avenue, New York, New York 10017
Principal Occupation: Member and Managing Director of Warburg Pincus LLC
Citizenship: USA
Amount Beneficially Owned: 8,000
Rene R. Joyce
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: Chief Executive Officer and Director/Manager of Targa Investments,
Investments Sub, Targa, Resources, Resources II, Resources Holding, Midstream, GP Inc. and LP Inc.
Citizenship: USA
Amount Beneficially Owned: 81,000
32
Peter R. Kagan
Address: 466 Lexington Avenue, New York, New York 10017
Principal Occupation: Member and Managing Director of Warburg Pincus LLC
Citizenship: USA
Amount Beneficially Owned: 8,000
James W. Whalen
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: President Finance and Administration of Targa Investments,
Investments Sub, Targa, Resources, Resources II, Resources Holding, Midstream, GP Inc. and LP Inc.
Citizenship: USA
Amount Beneficially Owned: 111,152
Chris Tong
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: Senior Vice President and Chief Financial Officer of Noble Energy,
Inc.
Citizenship: USA
Amount Beneficially Owned: 20,900
Executive Officers of Targa Resources Investments Sub Inc.
Rene R. Joyce
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: Chief Executive Officer and Director/Manager of Targa Investments,
Investments Sub, Targa, Resources, Resources II, Resources Holding, Midstream, GP Inc. and LP Inc.
Citizenship: USA
Amount Beneficially Owned: 81,000
Joe Bob Perkins
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: President of Targa Investments, Investments Sub, Targa, Resources,
Resources II, Resources Holding, Midstream, GP Inc. and LP Inc.
Citizenship: USA
Amount Beneficially Owned: 32,100
James W. Whalen
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: President Finance and Administration of Targa Investments,
Investments Sub, Targa, Resources, Resources II, Resources Holding, Midstream, GP Inc. and LP Inc.
Citizenship: USA
Amount Beneficially Owned: 111,152
Michael A. Heim
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
33
Principal Occupation: Executive Vice President and Chief Operating Officer of Targa
Investments, Investments Sub, Targa, Resources, Resources II, Resources Holding, Midstream, GP Inc.
and LP Inc.
Citizenship: USA
Amount Beneficially Owned: 8,000
Roy E. Johnson
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: Executive Vice President of Targa Investments, Investments Sub,
Targa, Resources, Resources II, Resources Holding, Midstream, GP Inc. and LP Inc.
Citizenship: USA
Amount Beneficially Owned: 10,000
Jeffrey J. McParland
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: Executive Vice President and Chief Financial Officer of Targa
Investments, Investments Sub, Targa, Resources, Resources II, Resources Holding, Midstream, GP Inc.
and LP Inc. Director/Manager of Investments Sub, Resources, Resources II, Resources Holding,
Midstream, GP Inc. and LP Inc.
Citizenship: USA
Amount Beneficially Owned: 16,500
Paul W. Chung
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: Executive Vice President, General Counsel and Secretary of Targa
Investments, Investments Sub, Targa, Resources, Resources II, Resources Holding, Midstream, GP Inc.
and LP Inc.
Citizenship: USA
Amount Beneficially Owned: 17,500
Directors of Targa Resources Investments Sub Inc.
Rene R. Joyce
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: Chief Executive Officer and Director/Manager of Targa Investments,
Investments Sub, Targa, Resources, Resources II, Resources Holding, Midstream, GP Inc. and LP Inc.
Citizenship: USA
Amount Beneficially Owned: 81,000
Jeffrey J. McParland
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: Executive Vice President and Chief Financial Officer of Targa
Investments, Investments Sub, Targa, Resources, Resources II, Resources Holding, Midstream, GP Inc.
and LP Inc. Director/Manager of Investments Sub, Resources, Resources II, Resources Holding,
Midstream, GP Inc. and LP Inc.
Citizenship: USA
34
Amount Beneficially Owned: 16,500
Executive Officers of Targa Resources, Inc.
Rene R. Joyce
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: Chief Executive Officer and Director/Manager of Targa Investments,
Investments Sub, Targa, Resources, Resources II, Resources Holding, Midstream, GP Inc. and LP Inc.
Citizenship: USA
Amount Beneficially Owned: 81,000
Joe Bob Perkins
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: President of Targa Investments, Investments Sub, Targa, Resources,
Resources II, Resources Holding, Midstream, GP Inc. and LP Inc.
Citizenship: USA
Amount Beneficially Owned: 32,100
James W. Whalen
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: President Finance and Administration of Targa Investments,
Investments Sub, Targa, Resources, Resources II, Resources Holding, Midstream, GP Inc. and LP Inc.
Citizenship: USA
Amount Beneficially Owned: 111,152
Michael A. Heim
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: Executive Vice President and Chief Operating Officer of Targa
Investments, Investments Sub, Targa, Resources, Resources II, Resources Holding, Midstream, GP Inc.
and LP Inc.
Citizenship: USA
Amount Beneficially Owned: 8,000
Roy E. Johnson
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: Executive Vice President of Targa Investments, Investments Sub,
Targa, Resources, Resources II, Resources Holding, Midstream, GP Inc. and LP Inc.
Citizenship: USA
Amount Beneficially Owned: 10,000
Jeffrey J. McParland
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: Executive Vice President and Chief Financial Officer of Targa
Investments, Investments Sub, Targa, Resources, Resources II, Resources Holding, Midstream, GP Inc.
and LP Inc. Director/Manager of Investments Sub, Resources, Resources II, Resources Holding,
Midstream, GP Inc. and LP Inc.
35
Citizenship: USA
Amount Beneficially Owned: 16,500
Paul W. Chung
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: Executive Vice President, General Counsel and Secretary of Targa
Investments, Investments Sub, Targa, Resources, Resources II, Resources Holding, Midstream, GP Inc.
and LP Inc.
Citizenship: USA
Amount Beneficially Owned: 17,500
Directors of Targa Resources, Inc.
Charles R. Crisp
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: Director of Targa Investments, Targa and several other non-affiliated
companies
Citizenship: USA
Amount Beneficially Owned: 9,100
Joe B. Foster
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: Director of Targa Investments, Targa and several other non-affiliated
companies
Citizenship: USA
Amount Beneficially Owned: 12,700
In Seon Hwang
Address: 466 Lexington Avenue, New York, New York 10017
Principal Occupation: Member and Managing Director of Warburg Pincus LLC
Citizenship: USA
Amount Beneficially Owned: 0
Chansoo Joung
Address: 466 Lexington Avenue, New York, New York 10017
Principal Occupation: Member and Managing Director of Warburg Pincus LLC
Citizenship: USA
Amount Beneficially Owned: 8,000
Rene R. Joyce
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: Chief Executive Officer and Director/Manager of Targa Investments,
Investments Sub, Targa, Resources, Resources II, Resources Holding, Midstream, GP Inc. and LP Inc.
Citizenship: USA
Amount Beneficially Owned: 81,000
36
Peter R. Kagan
Address: 466 Lexington Avenue, New York, New York 10017
Principal Occupation: Member and Managing Director of Warburg Pincus LLC
Citizenship: USA
Amount Beneficially Owned: 8,000
James W. Whalen
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: President Finance and Administration of Targa Investments,
Investments Sub, Targa, Resources, Resources II, Resources Holding, Midstream, GP Inc. and LP Inc.
Citizenship: USA
Amount Beneficially Owned: 111,152
Chris Tong
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: Senior Vice President and Chief Financial Officer of Noble Energy,
Inc.
Citizenship: USA
Amount Beneficially Owned: 20,900
Executive Officers of Targa Resources LLC
Rene R. Joyce
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: Chief Executive Officer and Director/Manager of Targa Investments,
Investments Sub, Targa, Resources, Resources II, Resources Holding, Midstream, GP Inc. and LP Inc.
Citizenship: USA
Amount Beneficially Owned: 81,000
Joe Bob Perkins
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: President of Targa Investments, Investments Sub, Targa, Resources,
Resources II, Resources Holding, Midstream, GP Inc. and LP Inc.
Citizenship: USA
Amount Beneficially Owned: 32,100
James W. Whalen
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: President Finance and Administration of Targa Investments,
Investments Sub, Targa, Resources, Resources II, Resources Holding, Midstream, GP Inc. and LP Inc.
Citizenship: USA
Amount Beneficially Owned: 111,152
Michael A. Heim
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
37
Principal Occupation: Executive Vice President and Chief Operating Officer of Targa
Investments, Investments Sub, Targa, Resources, Resources II, Resources Holding, Midstream, GP Inc.
and LP Inc.
Citizenship: USA
Amount Beneficially Owned: 8,000
Roy E. Johnson
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: Executive Vice President of Targa Investments, Investments Sub,
Targa, Resources, Resources II, Resources Holding, Midstream, GP Inc. and LP Inc.
Citizenship: USA
Amount Beneficially Owned: 10,000
Jeffrey J. McParland
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: Executive Vice President and Chief Financial Officer of Targa
Investments, Investments Sub, Targa, Resources, Resources II, Resources Holding, Midstream, GP Inc.
and LP Inc. Director/Manager of Investments Sub, Resources, Resources II, Resources Holding,
Midstream, GP Inc. and LP Inc.
Citizenship: USA
Amount Beneficially Owned: 16,500
Paul W. Chung
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: Executive Vice President, General Counsel and Secretary of Targa
Investments, Investments Sub, Targa, Resources, Resources II, Resources Holding, Midstream, GP Inc.
and LP Inc.
Citizenship: USA
Amount Beneficially Owned: 17,500
Managers of Targa Resources LLC
Rene R. Joyce
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: Chief Executive Officer and Director/Manager of Targa Investments,
Investments Sub, Targa, Resources, Resources II, Resources Holding, Midstream, GP Inc. and LP Inc.
Citizenship: USA
Amount Beneficially Owned: 81,000
Jeffrey J. McParland
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: Executive Vice President and Chief Financial Officer of Targa
Investments, Investments Sub, Targa, Resources, Resources II, Resources Holding, Midstream, GP Inc.
and LP Inc. Director/Manager of Investments Sub, Resources, Resources II, Resources Holding,
Midstream, GP Inc. and LP Inc.
Citizenship: USA
38
Amount Beneficially Owned: 16,500
Executive Officers of Targa Resources II LLC
Rene R. Joyce
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: Chief Executive Officer and Director/Manager of Targa Investments,
Investments Sub, Targa, Resources, Resources II, Resources Holding, Midstream, GP Inc. and LP Inc.
Citizenship: USA
Amount Beneficially Owned: 81,000
Joe Bob Perkins
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: President of Targa Investments, Investments Sub, Targa, Resources,
Resources II, Resources Holding, Midstream, GP Inc. and LP Inc.
Citizenship: USA
Amount Beneficially Owned: 32,100
James W. Whalen
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: President Finance and Administration of Targa Investments,
Investments Sub, Targa, Resources, Resources II, Resources Holding, Midstream, GP Inc. and LP Inc.
Citizenship: USA
Amount Beneficially Owned: 111,152
Michael A. Heim
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: Executive Vice President and Chief Operating Officer of Targa
Investments, Investments Sub, Targa, Resources, Resources II, Resources Holding, Midstream, GP Inc.
and LP Inc.
Citizenship: USA
Amount Beneficially Owned: 8,000
Roy E. Johnson
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: Executive Vice President of Targa Investments, Investments Sub,
Targa, Resources, Resources II, Resources Holding, Midstream, GP Inc. and LP Inc.
Citizenship: USA
Amount Beneficially Owned: 10,000
Jeffrey J. McParland
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: Executive Vice President and Chief Financial Officer of Targa
Investments, Investments Sub, Targa, Resources, Resources II, Resources Holding, Midstream,
GP Inc. and LP Inc. Director/Manager of Investments Sub, Resources, Resources II, Resources
Holding, Midstream, GP Inc. and LP Inc.
39
Citizenship: USA
Amount Beneficially Owned: 16,500
Paul W. Chung
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: Executive Vice President, General Counsel and Secretary of Targa
Investments, Investments Sub, Targa, Resources, Resources II, Resources Holding, Midstream, GP Inc.
and LP Inc.
Citizenship: USA
Amount Beneficially Owned: 17,500
Managers of Targa Resources II LLC
Rene R. Joyce
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: Chief Executive Officer and Director/Manager of Targa Investments,
Investments Sub, Targa, Resources, Resources II, Resources Holding, Midstream, GP Inc. and LP Inc.
Citizenship: USA
Amount Beneficially Owned: 81,000
Jeffrey J. McParland
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: Executive Vice President and Chief Financial Officer of Targa
Investments, Investments Sub, Targa, Resources, Resources II, Resources Holding, Midstream, GP Inc.
and LP Inc. Director/Manager of Investments Sub, Resources, Resources II, Resources Holding,
Midstream, GP Inc. and LP Inc.
Citizenship: USA
Amount Beneficially Owned: 16,500
Executive Officers of Targa Resources Holdings GP LLC
Rene R. Joyce
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: Chief Executive Officer and Director/Manager of Targa Investments,
Investments Sub, Targa, Resources, Resources II, Resources Holding, Midstream, GP Inc. and LP Inc.
Citizenship: USA
Amount Beneficially Owned: 81,000
Joe Bob Perkins
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: President of Targa Investments, Investments Sub, Targa, Resources,
Resources II, Resources Holding, Midstream, GP Inc. and LP Inc.
Citizenship: USA
Amount Beneficially Owned: 32,100
40
James W. Whalen
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: President Finance and Administration of Targa Investments,
Investments Sub, Targa, Resources, Resources II, Resources Holding, Midstream, GP Inc. and LP Inc
Citizenship: USA
Amount Beneficially Owned: 111,152
Michael A. Heim
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: Executive Vice President and Chief Operating Officer of Targa
Investments, Investments Sub, Targa, Resources, Resources II, Resources Holding, Midstream, GP Inc.
and LP Inc.
Citizenship: USA
Amount Beneficially Owned: 8,000
Roy E. Johnson
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: Executive Vice President of Targa Investments, Investments Sub,
Targa, Resources, Resources II, Resources Holding, Midstream, GP Inc. and LP Inc.
Citizenship: USA
Amount Beneficially Owned: 10,000
Jeffrey J. McParland
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: Executive Vice President and Chief Financial Officer of Targa
Investments, Investments Sub, Targa, Resources, Resources II, Resources Holding, Midstream, GP Inc.
and LP Inc. Director/Manager of Investments Sub, Resources, Resources II, Resources Holding,
Midstream, GP Inc. and LP Inc.
Citizenship: USA
Amount Beneficially Owned: 16,500
Paul W. Chung
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: Executive Vice President, General Counsel and Secretary of Targa
Investments, Investments Sub, Targa, Resources, Resources II, Resources Holding, Midstream, GP Inc.
and LP Inc.
Citizenship: USA
Amount Beneficially Owned: 17,500
Managers of Targa Resources Holdings GP LLC
Rene R. Joyce
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: Chief Executive Officer and Director/Manager of Targa Investments,
Investments Sub, Targa, Resources, Resources II, Resources Holding, Midstream, GP Inc. and LP Inc.
Citizenship: USA
41
Amount Beneficially Owned: 81,000
Jeffrey J. McParland
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: Executive Vice President and Chief Financial Officer of Targa
Investments, Investments Sub, Targa, Resources, Resources II, Resources Holding, Midstream, GP Inc.
and LP Inc. Director/Manager of Investments Sub, Resources, Resources II, Resources Holding,
Midstream, GP Inc. and LP Inc.
Citizenship: USA
Amount Beneficially Owned: 16,500
Executive Officers of Targa Midstream GP LLC
Rene R. Joyce
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: Chief Executive Officer and Director/Manager of Targa Investments,
Investments Sub, Targa, Resources, Resources II, Resources Holding, Midstream, GP Inc. and LP Inc.
Citizenship: USA
Amount Beneficially Owned: 81,000
Joe Bob Perkins
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: President of Targa Investments, Investments Sub, Targa, Resources,
Resources II, Resources Holding, Midstream, GP Inc. and LP Inc.
Citizenship: USA
Amount Beneficially Owned: 32,100
James W. Whalen
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: President Finance and Administration of Targa Investments,
Investments Sub, Targa, Resources, Resources II, Resources Holding, Midstream, GP Inc. and LP Inc.
Citizenship: USA
Amount Beneficially Owned: 111,152
Michael A. Heim
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: Executive Vice President and Chief Operating Officer of Targa
Investments, Investments Sub, Targa, Resources, Resources II, Resources Holding, Midstream, GP Inc.
and LP Inc.
Citizenship: USA
Amount Beneficially Owned: 8,000
Roy E. Johnson
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: Executive Vice President of Targa Investments, Investments Sub,
Targa, Resources, Resources II, Resources Holding, Midstream, GP Inc. and LP Inc.
42
Citizenship: USA
Amount Beneficially Owned: 10,000
Jeffrey J. McParland
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: Executive Vice President and Chief Financial Officer of Targa
Investments, Investments Sub, Targa, Resources, Resources II, Resources Holding, Midstream, GP Inc.
and LP Inc. Director/Manager of Investments Sub, Resources, Resources II, Resources Holding,
Midstream, GP Inc. and LP Inc.
Citizenship: USA
Amount Beneficially Owned: 16,500
Paul W. Chung
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: Executive Vice President, General Counsel and Secretary of Targa
Investments, Investments Sub, Targa, Resources, Resources II, Resources Holding, Midstream, GP Inc.
and LP Inc.
Citizenship: USA
Amount Beneficially Owned: 17,500
Managers of Targa Midstream GP LLC
Rene R. Joyce
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: Chief Executive Officer and Director/Manager of Targa Investments,
Investments Sub, Targa, Resources, Resources II, Resources Holding, Midstream, GP Inc. and LP Inc.
Citizenship: USA
Amount Beneficially Owned: 81,000
Jeffrey J. McParland
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: Executive Vice President and Chief Financial Officer of Targa
Investments, Investments Sub, Targa, Resources, Resources II, Resources Holding, Midstream, GP Inc.
and LP Inc. Director/Manager of Investments Sub, Resources, Resources II, Resources Holding,
Midstream, GP Inc. and LP Inc.
Citizenship: USA
Amount Beneficially Owned: 16,500
Executive Officers of Targa GP Inc.
Rene R. Joyce
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: Chief Executive Officer and Director/Manager of Targa Investments,
Investments Sub, Targa, Resources, Resources II, Resources Holding, Midstream, GP Inc. and LP Inc.
Citizenship: USA
43
Amount Beneficially Owned: 81,000
Joe Bob Perkins
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: President of Targa Investments, Investments Sub, Targa, Resources,
Resources II, Resources Holding, Midstream, GP Inc. and LP Inc.
Citizenship: USA
Amount Beneficially Owned: 32,100
James W. Whalen
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: President Finance and Administration of Targa Investments,
Investments Sub, Targa, Resources, Resources II, Resources Holding, Midstream, GP Inc. and LP Inc.
Citizenship: USA
Amount Beneficially Owned: 111,152
Michael A. Heim
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: Executive Vice President and Chief Operating Officer of Targa
Investments, Investments Sub, Targa, Resources, Resources II, Resources Holding, Midstream, GP Inc.
and LP Inc.
Citizenship: USA
Amount Beneficially Owned: 8,000
Roy E. Johnson
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: Executive Vice President of Targa Investments, Investments Sub,
Targa, Resources, Resources II, Resources Holding, Midstream, GP Inc. and LP Inc.
Citizenship: USA
Amount Beneficially Owned: 10,000
Jeffrey J. McParland
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: Executive Vice President and Chief Financial Officer of Targa
Investments, Investments Sub, Targa, Resources, Resources II, Resources Holding, Midstream, GP Inc.
and LP Inc. Director/Manager of Investments Sub, Resources, Resources II, Resources Holding,
Midstream, GP Inc. and LP Inc.
Citizenship: USA
Amount Beneficially Owned: 16,500
Paul W. Chung
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: Executive Vice President, General Counsel and Secretary of Targa
Investments, Investments Sub, Targa, Resources, Resources II, Resources Holding, Midstream, GP Inc.
and LP Inc.
Citizenship: USA
Amount Beneficially Owned: 17,500
44
Directors of Targa GP Inc.
Rene R. Joyce
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: Chief Executive Officer and Director/Manager of Targa Investments,
Investments Sub, Targa, Resources, Resources II, Resources Holding, Midstream, GP Inc. and LP Inc.
Citizenship: USA
Amount Beneficially Owned: 81,000
Jeffrey J. McParland
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: Executive Vice President and Chief Financial Officer of Targa
Investments, Investments Sub, Targa, Resources, Resources II, Resources Holding, Midstream, GP Inc.
and LP Inc. Director/Manager of Investments Sub, Resources, Resources II, Resources Holding,
Midstream, GP Inc. and LP Inc.
Citizenship: USA
Amount Beneficially Owned: 16,500
Executive Officers of Targa LP Inc.
Rene R. Joyce
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: Chief Executive Officer and Director/Manager of Targa Investments,
Investments Sub, Targa, Resources, Resources II, Resources Holding, Midstream, GP Inc. and LP Inc.
Citizenship: USA
Amount Beneficially Owned: 81,000
Joe Bob Perkins
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: President of Targa Investments, Investments Sub, Targa, Resources,
Resources II, Resources Holding, Midstream, GP Inc. and LP Inc.
Citizenship: USA
Amount Beneficially Owned: 32,100
James W. Whalen
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: President Finance and Administration of Targa Investments,
Investments Sub, Targa, Resources, Resources II, Resources Holding, Midstream, GP Inc. and LP Inc.
Citizenship: USA
Amount Beneficially Owned: 111,152
Michael A. Heim
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
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Principal Occupation: Executive Vice President and Chief Operating Officer of Targa
Investments, Investments Sub, Targa, Resources, Resources II, Resources Holding, Midstream, GP Inc.
and LP Inc.
Citizenship: USA
Amount Beneficially Owned: 8,000
Roy E. Johnson
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: Executive Vice President of Targa Investments, Investments Sub,
Targa, Resources, Resources II, Resources Holding, Midstream, GP Inc. and LP Inc.
Citizenship: USA
Amount Beneficially Owned: 10,000
Jeffrey J. McParland
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: Executive Vice President and Chief Financial Officer of Targa
Investments, Investments Sub, Targa, Resources, Resources II, Resources Holding, Midstream, GP Inc.
and LP Inc. Director/Manager of Investments Sub, Resources, Resources II, Resources Holding,
Midstream, GP Inc. and LP Inc.
Citizenship: USA
Amount Beneficially Owned: 16,500
Paul W. Chung
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: Executive Vice President, General Counsel and Secretary of Targa
Investments, Investments Sub, Targa, Resources, Resources II, Resources Holding, Midstream, GP Inc.
and LP Inc.
Citizenship: USA
Amount Beneficially Owned: 17,500
Directors of Targa LP Inc.
Rene R. Joyce
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: Chief Executive Officer and Director/Manager of Targa Investments,
Investments Sub, Targa, Resources, Resources II, Resources Holding, Midstream, GP Inc. and LP Inc.
Citizenship: USA
Amount Beneficially Owned: 81,000
Jeffrey J. McParland
Address: 1000 Louisiana Street, Suite 4300, Houston, Texas 77002
Principal Occupation: Executive Vice President and Chief Financial Officer of Targa
Investments, Investments Sub, Targa, Resources, Resources II, Resources Holding, Midstream, GP Inc.
and LP Inc. Director/Manager of Investments Sub, Resources, Resources II, Resources Holding,
Midstream, GP Inc. and LP Inc.
Citizenship: USA
Amount Beneficially Owned: 16,500
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