Form 4: Hess Midstream LP: Significant Ownership Transfer and Cancellation of Class B Shares

Global Infrastructure Investors II, LLC reports the transfer and cancellation of Class B shares and Opco Class B Units in Hess Midstream LP, indicating a restructuring of ownership.

Summary

• Global Infrastructure Investors II, LLC and related entities reported changes in their beneficial ownership of Hess Midstream LP securities on January 15, 2025.
• 1,605,136 Class B Shares were transferred from Hess Midstream GP LP to GIP II Blue Holding, L.P. for no consideration.
• Concurrently, 1,605,136 Opco Class B Units were repurchased by Hess Midstream Operations LP from Blue Holding and subsequently cancelled.
• This transaction resulted in a change in the reported holdings of Class B Shares and Opco Class B Units by the involved parties.
• The reporting entities disclaim beneficial ownership of the securities except to the extent of their pecuniary interest therein.

Sentiment

Score: 6

Explanation: The document describes a routine transfer and cancellation of shares, indicating a neutral sentiment. There are no explicit positive or negative implications for the company's financial health or future prospects.

Industry Context

Changes in ownership structures are common in the midstream energy sector as companies optimize their capital allocation and strategic partnerships. This transaction reflects a shift in the ownership of Hess Midstream LP's Class B shares and Opco units among related entities, potentially indicating a realignment of interests or simplification of the organizational structure.

Comparison to Industry Standards

• Similar transactions involving the transfer of partnership interests and units are common among publicly traded partnerships like Enterprise Products Partners (EPD) and MPLX (MPLX).
• These restructurings often aim to streamline operations, improve tax efficiency, or consolidate ownership within a parent organization, aligning with industry practices observed in companies like Kinder Morgan (KMI) and Energy Transfer (ET).

Related Party Transactions

• The transfer of Class B Shares from Hess Midstream GP LP to GIP II Blue Holding, L.P. is a related party transaction.
• The repurchase of Opco Class B Units from Blue Holding by Hess Midstream Operations LP is a related party transaction.

Stakeholder Impact

• The transaction primarily impacts the ownership structure within the related entities and is unlikely to have a significant direct impact on external stakeholders such as shareholders, employees, or customers.

Key Dates