UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | SEC 1473 (7-02) | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. |
1. Title of Derivative Security (Instr. 4) |
2. Date Exercisable and Expiration Date (Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) |
4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) |
6. Nature of Indirect Beneficial Ownership (Instr. 5) |
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Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Subordinated Units (Limited Partner Interests) | Â (2) | Â (2) | Common Units | 12,686,115 | $ 0 | D | Â |
Subordinated Units (Limited Partner Interests) | Â (2) | Â (2) | Common Units | 12,686,115 (1) | $ 0 | I | See Footnote (1) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
WPT LLC 2801 POST OAK BLVD SUITE 600 HOUSTON, TX 77056 |
 |  X |  |  |
WESTLAKE CHEMICAL CORP 2801 POST OAK BOULEVARD, SUITE 600 SUITE 600 HOUSTON, TX 77056 |
 |  X |  | Director by Deputization |
WESTLAKE POLYMERS LLC 2801 POST OAK BLVD SUITE 600 HOUSTON, TX 77056 |
 |  X |  |  |
WESTLAKE CHEMICAL INVESTMENTS, INC. 2801 POST OAK BLVD SUITE 600 HOUSTON, TX 77056 |
 |  X |  |  |
WESTLAKE OLEFINS CORP 2801 POST OAK BLVD SUITE 600 HOUSTON, TX 77056 |
 |  X |  | Director by Deputization |
TTWF LP 2801 POST OAK BOULEVARD, SUITE 600 HOUSTON, TX 77056 |
 |  X |  |  |
TTWFGP LLC 2801 POST OAK BOULEVARD, SUITE 600 HOUSTON, TX 77056 |
 |  X |  |  |
WPT LLC by Albert Chao, President of Westlake Chemical Investments, Inc. its manager | 07/29/2014 | |
**Signature of Reporting Person | Date | |
Westlake Polymers LLC by Albert Chao, President of Westlake Chemical Investments, Inc., its manager | 07/29/2014 | |
**Signature of Reporting Person | Date | |
Westlake Chemical Investments, Inc. by Albert Chao, President | 07/29/2014 | |
**Signature of Reporting Person | Date | |
Westlake Olefins Corporation by Albert Chao, President | 07/29/2014 | |
**Signature of Reporting Person | Date | |
TTWF LP by TTWF GP LLC, its general partner, by A. Chao & J. Chao, each an Authorized Representative | 07/29/2014 | |
**Signature of Reporting Person | Date | |
TTWF GP LLC by A. Chao and J. Chao, each an Authorized Representative | 07/29/2014 | |
**Signature of Reporting Person | Date | |
Westlake Chemical Corporation by Albert Chao, President and CEO | 07/29/2014 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 5(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | This Form 3 is being filed in connection with the effectiveness of the Issuer's Registration Statement on Form S-1. Immediately following the closing of the initial public offering of the Issuer, WPT LLC ("WPT") will own 1,436,115 common units ("Common Units") and 12,686,115 subordinated units ("Subordinated Units"), representing 55.7% of the outstanding limited partner interests in the Issuer. Westlake Chemical Corporation ("Westlake") owns 100% of Westlake Olefins Corporation, which owns 100% of Westlake Chemical Investments, Inc., which owns 100% of Westlake Polymers LLC, which owns 100% of WPT. TTWF LP, a Delaware limited partnership, holds 92,010,554 shares of Westlake. TTWF GP LLC, a Delaware limited liability company, is the general partner of TTWF LP. Each of the reporting persons in the above described ownership chain of WPT may be deemed to indirectly own the Common Units and the Subordinated Units directly held by WPT. |
(2) | Each subordinated unit will convert into one common unit at the end of the subordination period, which will end if the Issuer has earned and paid an aggregate amount of at least the minimum quarterly distribution multiplied by the total number of outstanding common and subordinated units for each of three consecutive on each outstanding unit for any three consecutive, non-overlapping four-quarter periods ending on or after June 30, 2017, but may end as soon as June 30, 2015 if the Issuer meets additional financial tests described in its partnership agreement. The subordinated units have no expiration date. |