Swallowtail Royalties LLC - 01 Oct 2021 Form 3 Insider Report for Viper Energy Partners LP (VNOM)

Source evidence Original filing metadata and source links for verification. 3 source fields
SEC form
3
Accepted by SEC
12 Oct 2021, 20:44:20 UTC
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
SWALLOWTAIL ROYALTIES LLC, By: /s/ Jay Still, Name: Jay Still, Title: Chief Executive Officer

Key filing fact

Swallowtail Royalties LLC filed Form 3 for Viper Energy Partners LP (VNOM) on 12 Oct 2021.

Key facts

  • This page summarizes Swallowtail Royalties LLC's Form 3 filing for Viper Energy Partners LP (VNOM).
  • 0 reported transactions and 0 derivative rows are listed below.
  • Accepted by SEC: 12 Oct 2021, 20:44.

Change

  • No earlier filing in this sequence is available for direct comparison.
  • Current net transaction value: $0.

Research use

  • This tells you what this filing adds before you inspect full transaction and derivative tables.
  • You can trace every row back to the original SEC filing document.

Evidence

Official SEC source

Ownership activity is grounded in SEC Form 3 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

VNOM holding

Common Units

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
2,434,192
Date
01 Oct 2021
Ownership
See Footnotes
Footnotes
F1, F3, F4, F5, F6, F7
VNOM holding

Common Units

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
12,815,808
Date
01 Oct 2021
Ownership
See Footnotes
Footnotes
F2, F3, F4, F5, F6, F7
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 7 footnotes

Footnote F1

Reflects common units representing limited partner interests ("Common Units"), of Viper Energy Partners LP (the "Issuer") directly held by Swallowtail Royalties LLC. Guidon Energy Holdings LP is the managing member of Swallowtail Royalties LLC. Guidon Energy Holdings GP LLC is the general partner of Guidon Energy Holdings LP.

Footnote F2

Reflects Common Units directly held by Swallowtail Royalties II LLC. Swallowtail Royalties Holdings LLC is the managing member of Swallowtail Royalties II LLC. BX Swallowtail Royalties Holding LLC is the managing member of Swallowtail Royalties Holdings LLC. BX Guidon Topco LLC is the managing member of Swallowtail Roytalities Holdings LLC.

Footnote F3

The controlling membership interests of Guidon Energy Holdings GP LLC and BX Guidon Topco LLC are held by Blackstone Management Associates VI L.L.C. and Blackstone Energy Management Associates II L.L.C. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. Blackstone EMA II L.L.C. is the sole member of Blackstone Energy Management Associates II L.L.C. Blackstone Holdings III L.P. is the managing member of each of BMA VI L.L.C. and Blackstone EMA II L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P. Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P. Blackstone Inc. is the sole member of Blackstone Holdings III GP Management L.L.C.

Footnote F4

(Continued from Footnote 3) The sole holder of the Series II preferred stock of Blackstone Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

Footnote F5

Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

Footnote F6

Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934 (the "Exchange Act"), each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose or that the Reporting Persons are subject to Section 16 of the Exchange Act.

Footnote F7

Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 3.

SEC remarks

On October 1, 2021, the Issuer and its subsidiary Viper Energy Partners LLC ("Viper OpCo" and, together with the Issuer, the "Buyer Parties") completed the acquisition (the "Acquisition") of certain mineral and royalty interests from Swallowtail Royalties LLC and Swallowtail Royalties II LLC (collectively, the "Seller") under the previously reported Purchase and Sale Agreement, dated as of August 6, 2021, by and between the Buyer Parties and the Seller (the "Purchase and Sale Agreement"). The total consideration for the Acquisition consisted of 15.25 million common units representing limited partnership interests in Viper and approximately $225 million in cash. Form 1 of 2

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