-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, I3nK8DG3hp303hzQgjTnTtd2yIPWtlZG1CP5YcbzmIxYE9H46SximIaNdCP3dF2z /wYGvUcP3D5CC/5K9nELGA== 0000899078-05-000477.txt : 20050622 0000899078-05-000477.hdr.sgml : 20050622 20050622170707 ACCESSION NUMBER: 0000899078-05-000477 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20050622 DATE AS OF CHANGE: 20050622 GROUP MEMBERS: DENBURY GATHERING & MARKETING, INC. GROUP MEMBERS: GENESIS ENERGY, INC. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: GENESIS ENERGY LP CENTRAL INDEX KEY: 0001022321 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-PETROLEUM BULK STATIONS & TERMINALS [5171] IRS NUMBER: 760513049 STATE OF INCORPORATION: DE FISCAL YEAR END: 1205 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-80776 FILM NUMBER: 05910710 BUSINESS ADDRESS: STREET 1: 500 DALLAS SUITE 2500 CITY: HOUSTON STATE: TX ZIP: 77002 BUSINESS PHONE: 7138602500 MAIL ADDRESS: STREET 1: 500 DALLAS SUITE 2500 CITY: HOUSTON STATE: TX ZIP: 77002 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: DENBURY RESOURCES INC CENTRAL INDEX KEY: 0000945764 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 752815171 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 5100 TENNYSON PARKWAY STREET 2: SUITE 3000 CITY: PLANO STATE: TX ZIP: 75024 BUSINESS PHONE: 9726732000 MAIL ADDRESS: STREET 1: 5100 TENNYSON PARKWAY STREET 2: SUITE 3000 CITY: PLANO STATE: TX ZIP: 75024 FORMER COMPANY: FORMER CONFORMED NAME: NEWSCOPE RESOURCES LTD DATE OF NAME CHANGE: 19950627 SC 13G 1 schedule13g-june152005.txt SCHEDULE 13G - GENESIS ENERGY, L.P. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 GENESIS ENERGY, L.P. -------------------- (Name of Issuer) Common Units ------------------------------ (Title of Class of Securities) 371927 -------------- (CUSIP Number) November 14, 2003 ------------------------------------------------------- (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [_] Rule 13d-1(b) [X] Rule 13d-1(c) [_] Rule 13d-1(d) *The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior page. The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section but shall be subject to all other provisions of the Act (however, see the Notes). Page 2 of 8 Pages CUSIP No. 371927 ------ 1 NAME OF REPORTING PERSON IRS IDENTIFICATION NO. OF REPORTING PERSON: Denbury Resources Inc. 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions): (a) [_] (b) [_} 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION: Delaware NUMBER OF 5. SOLE VOTING POWER (1) SHARES ------------------- BENEFICIALLY 6. SHARED VOTING POWER (1) OWNED BY EACH ------------------- REPORTING 7. SOLE DISPOSITIVE POWER (1) PERSON ------------------- WITH 8. SHARED DISPOSITIVE POWER (1) ------------------- 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON: 688,811 (1) 10. CHECK IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES (See Instructions): [_] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9: 7.4% (2) 12. TYPE OF REPORTING PERSON (See Instructions): CO ____________________________ (1) The common units are directly beneficially owned by Genesis Energy, Inc., which has sole voting and investment power with respect to the common units. Genesis Energy, Inc. is a wholly-owned subsidiary of Denbury Gathering & Marketing, Inc., which in turn is a wholly-owned subsidiary of Denbury Resources Inc. (2) Based on 9,313,811 common units of the Issuer issued and outstanding as of March 1, 2005, as set forth in the Issuer's Form 10-K for the fiscal year ended December 31, 2004, filed with the Securities and Exchange Commission on March 15, 2005 pursuant to Rule 424(b)(3) under the Securities Act of 1933, as amended. Page 3 of 8 Pages CUSIP No. 371927 ------ 1 NAME OF REPORTING PERSON IRS IDENTIFICATION NO. OF REPORTING PERSON: Denbury Gathering & Marketing, Inc. 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions): (a) [_] (b) [_} 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION: Delaware NUMBER OF 5. SOLE VOTING POWER (1) SHARES ------------------- BENEFICIALLY 6. SHARED VOTING POWER (1) OWNED BY EACH ------------------- REPORTING 7. SOLE DISPOSITIVE POWER (1) PERSON ------------------- WITH 8. SHARED DISPOSITIVE POWER (1) ------------------- 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON: 688,811 (1) 10. CHECK IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES (See Instructions): [_] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9: 7.4% (2) 12. TYPE OF REPORTING PERSON (See Instructions): CO ____________________________ (1) The common units are directly beneficially owned by Genesis Energy, Inc., which has sole voting and investment power with respect to the common units. Genesis Energy, Inc. is a wholly-owned subsidiary of Denbury Gathering & Marketing, Inc., which in turn is a wholly-owned subsidiary of Denbury Resources Inc. (2) Based on 9,313,811 common units of the Issuer issued and outstanding as of March 1, 2005, as set forth in the Issuer's Form 10-K for the fiscal year ended December 31, 2004, filed with the Securities and Exchange Commission on March 15, 2005 pursuant to Rule 424(b)(3) under the Securities Act of 1933, as amended. Page 4 of 8 Pages CUSIP No. 371927 ------ 1 NAME OF REPORTING PERSON IRS IDENTIFICATION NO. OF REPORTING PERSON: Genesis Energy, Inc. 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions): (a) [_] (b) [_} 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION: Delaware NUMBER OF 5. SOLE VOTING POWER 688,811 (1) SHARES ------------------- BENEFICIALLY 6. SHARED VOTING POWER -0- OWNED BY EACH ------------------- REPORTING 7. SOLE DISPOSITIVE POWER 688,811 (1) PERSON ------------------- WITH 8. SHARED DISPOSITIVE POWER -0- ------------------- 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON: 688,811 (1) 10. CHECK IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES (See Instructions): [_] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9: 7.4% (2) 12. TYPE OF REPORTING PERSON (See Instructions): CO ____________________________ (1) The common units are directly beneficially owned by Genesis Energy, Inc., which has sole voting and investment power with respect to the common units. Genesis Energy, Inc. is a wholly-owned subsidiary of Denbury Gathering & Marketing, Inc., which in turn is a wholly-owned subsidiary of Denbury Resources Inc. (2) Based on 9,313,811 common units of the Issuer issued and outstanding as of March 1, 2005, as set forth in the Issuer's Form 10-K for the fiscal year ended December 31, 2004, filed with the Securities and Exchange Commission on March 15, 2005 pursuant to Rule 424(b)(3) under the Securities Act of 1933, as amended. Page 5 of 8 Pages Item 1(a) Name of Issuer: Genesis Energy, L.P Item 1(b) Address of Issuer's Principal Executive Offices: 500 Dallas, Suite 2500 Houston, Texas 77002 Item 2(a) Name of Person Filing: Denbury Resources Inc. Denbury Gathering & Marketing, Inc. Genesis Energy, Inc. Item 2(b) Address of Principal Business Office or, if None, Residence:
Genesis Energy, Inc. 500 Dallas, Suite 2500 Houston, Texas 77002 Denbury Gathering & Marketing, Inc. 5100 Tennyson Parkway, Suite 3000 Plano, Texas 75024 Denbury Resources Inc. 5100 Tennyson Parkway, Suite 3000 Plano, Texas 75024
Item 2(c) Citizenship: Genesis Energy, Inc. Delaware Denbury Gathering & Marketing, Inc. Delaware Denbury Resources Inc. Delaware Item 2(d) Title of Class of Securities: Common Units Item 2(e) CUSIP Number: 371927 Item 3 If this statement is filed pursuant to ss.ss.240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: Not applicable. Item 4 Ownership. (a) Amount beneficially owned: 688,811 Common Units Page 6 of 8 Pages (b) Percent of Class: 7.4% (c) Number of Shares as to Which the Person Has: (i) sole power to vote or to direct the vote: Denbury Resources Inc. * Denbury Gathering & Marketing, Inc. * Genesis Energy, Inc. 688,811* (ii) shared power to vote or to direct the vote: Denbury Resources Inc. 0 Denbury Gathering & Marketing, Inc. 0 Genesis Energy, Inc. 0 (iii) sole power to dispose or to direct the disposition of: Denbury Resources Inc. * Denbury Gathering & Marketing, Inc. * Genesis Energy, Inc. 688,811* (iv) shared power to dispose or to direct the disposition of: Denbury Resources Inc. 0 Denbury Gathering & Marketing, Inc. 0 Genesis Energy, Inc. 0 * The common units are directly beneficially owned by Genesis Energy, Inc., which has sole voting and investment power with respect to the common units. Genesis Energy, Inc. is a wholly-owned subsidiary of Denbury Gathering & Marketing, Inc., which in turn is a wholly-owned subsidiary of Denbury Resources Inc. Item 5 Ownership of Five Percent or Less of a Class. Not Applicable Item 6 Ownership of More than Five Percent on Behalf of Another Person. Not Applicable Item 7 Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company. Not Applicable Page 7 of 8 Pages Item 8 Identification and Classification of Members of the Group. Not Applicable Item 9 Notice of Dissolution of Group. Not Applicable Item 10 Certification. By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. Page 8 of 8 Pages SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Date: June 14, 2005 DENBURY RESOURCES INC. By: /s/ Phil Rykhoek ------------------------------ Name: Phil Rykhoek Title: Senior Vice President and Chief Financial Officer DENBURY GATHERING & MARKETING, INC. By: /s/ Phil Rykhoek ------------------------------ Name: Phil Rykhoek Title: Senior Vice President and Chief Financial Officer GENESIS ENERGY, INC. By: /s/ Ross A. Benavidez ------------------------------ Name: Ross A. Benavidez Title: Chief Financial Officer and Secretary -----END PRIVACY-ENHANCED MESSAGE-----