UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR 12(g) OF
THE SECURITIES EXCHANGE ACT OF 1934
BLACK STONE MINERALS, L.P.
(Exact name of registrant as specified in its charter)
| Delaware | 47-1846692 | |
| (State of incorporation or organization) | (IRS Employer Identification No.) |
1001 Fannin Street
Suite 2020
Houston, Texas 77002
(713) 658-0647
(Address of principal executive offices and zip code)
Securities to be registered pursuant to Section 12(b) of the Act:
| Title of each class to be so registered |
Name of each exchange on which each class is to be registered | |
| Common units representing limited partner interests | The New York Stock Exchange |
If this form relates to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is effective pursuant to General Instruction A.(c), check the following box. x
If this form relates to the registration of a class of securities pursuant to Section 12(g) of the Exchange Act and is effective pursuant to General Instruction A.(d), check the following box. ¨
Securities Act registration statement file number to which this form relates: 333-202875
Securities to be registered pursuant to Section 12(g) of the Act: None.
INFORMATION REQUIRED IN REGISTRATION STATEMENT
| Item 1. | Description of Registrant’s Securities to be Registered. |
A description of the common units representing limited partner interests in Black Stone Minerals, L.P. (the “Registrant”) is set forth under the captions “Summary—The Offering,” “Cash Distribution Policy and Restrictions on Distributions,” “How We Make Distributions,” “Description of Our Common Units,” “The Partnership Agreement,” “Units Eligible for Future Sale,” and “Material U.S. Federal Income Tax Consequences” in the prospectus included in the Registrant’s Registration Statement on Form S-1, as amended (Registration No. 333-202875), initially filed with the Securities and Exchange Commission on March 19, 2015. Such prospectus, in the form in which it is so filed, shall be deemed to be incorporated herein by reference.
| Item 2. | Exhibits. |
Pursuant to the Instructions as to Exhibits with respect to Form 8-A, no exhibits are required to be filed because no other securities of the Registrant are registered on the New York Stock Exchange, and the securities registered hereby are not being registered pursuant to Section 12(g) of the Exchange Act.
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SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the Registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereto duly authorized.
| Black Stone Minerals, L.P. | ||
| By: | Black Stone Minerals GP, L.L.C., its general partner | |
| By: | /s/ Steve Putman | |
| Name: | Steve Putman | |
| Title: | Senior Vice President, General Counsel, and Secretary | |
Date: April 28, 2015
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