Sec Form 4 Filing - GIC Private Ltd @ Tallgrass Energy, LP - 2019-05-03

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
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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1. Name and Address of Reporting Person
GIC Private Ltd
2. Issuer Name and Ticker or Trading Symbol
Tallgrass Energy, LP [ TGE]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
168 ROBINSON ROAD, #37-01 CAPITAL TOWER
3. Date of Earliest Transaction (MM/DD/YY)
05/03/2019
(Street)
SINGAPORE, U0068912
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Class A Shares Representing Limited Partner Interests 05/03/2019 P( 1 ) 34,741 A $ 23.96 ( 2 ) 668,352 I See footnotes ( 3 ) ( 4 )
Class A Shares Representing Limited Partner Interests 05/06/2019 P( 1 ) 26,849 A $ 24.15 ( 5 ) 695,201 I See footnotes ( 3 ) ( 4 )
Class A Shares Representing Limited Partner Interests 21,751,018 I See footnotes ( 4 ) ( 6 )
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
GIC Private Ltd
168 ROBINSON ROAD
#37-01 CAPITAL TOWER
SINGAPORE, U0068912
X
GIC Special Investments Pte Ltd
168 ROBINSON ROAD
#37-01 CAPITAL TOWER
SINGAPORE, U0068912
X
JASMINE VENTURES PTE. LTD.
168 ROBINSON ROAD
#37-01 CAPITAL TOWER
SINGAPORE, U0068912
X
Signatures
GIC Private Limited, By: /s/ Chew Hai Jong, Name: Chew Hai Jong, Title: Senior Vice President; By: /s/ Toh Tze Meng, Name: Toh Tze Meng, Title: Senior Vice President 05/07/2019
Signature of Reporting Person Date
GIC Special Investments Pte. Ltd., By: /s/ Chan Hoe Yin, Name: Chan Hoe Yin, Title: Director 05/07/2019
Signature of Reporting Person Date
Jasmine Ventures Pte. Ltd., By: /s/ Ankur Meattle, Name: Ankur Meattle, Title: Director 05/07/2019
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The purchases reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan.
( 2 )The price reported in Column 4 is a weighted average price. These Class A Shares representing Limited Partner Interests ("Shares") were purchased in multiple transactions at prices ranging from $23.80 to $24.01, inclusive. The Reporting Persons undertake to provide to Tallgrass Energy, LP, any security holder of Tallgrass Energy, LP, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of Shares purchased at each separate price within the range set forth in this footnote (2) and (5).
( 3 )These Shares are owned directly by Prairie Secondary Acquiror LP ("Secondary Acquiror"). Jasmine Ventures Pte. Ltd. ("Jasmine") has limited partnership interests in Secondary Acquiror. Jasmine is controlled and managed by GIC Special Investments Pte. Ltd. which is in turn a wholly owned subsidiary of GIC Private Limited.
( 4 )Each Reporting Person disclaims beneficial ownership of the Shares except to the extent of its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the Shares for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
( 5 )The price reported in Column 4 is a weighted average price. These Shares were purchased in multiple transactions at prices ranging from $23.77 to $24.30, inclusive.
( 6 )These Shares are owned directly by Prairie Non-ECI Acquiror LP ("Class A Acquiror"). Jasmine has limited partnership interests in a partnership that indirectly wholly-owns all of the limited partnership interests in Class A Acquiror. Jasmine is controlled and managed by GIC Special Investments Pte. Ltd. which is in turn a wholly owned subsidiary of GIC Private Limited.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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