0001193125-15-051129.txt : 20150224 0001193125-15-051129.hdr.sgml : 20150224 20150217214300 ACCESSION NUMBER: 0001193125-15-051129 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20150217 DATE AS OF CHANGE: 20150223 GROUP MEMBERS: ARCLIGHT CAPITAL HOLDINGS, LLC GROUP MEMBERS: ARCLIGHT ENERGY PARTNERS FUND V, L.P. GROUP MEMBERS: DANIEL R. REVERS GROUP MEMBERS: JP ENERGY DEVELOPMENT LP GROUP MEMBERS: LONESTAR MIDSTREAM HOLDINGS, LLC SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: JP Energy Partners LP CENTRAL INDEX KEY: 0001523404 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-PETROLEUM BULK STATIONS & TERMINALS [5171] IRS NUMBER: 272504700 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-88396 FILM NUMBER: 15625980 BUSINESS ADDRESS: STREET 1: 600 EAST LAS COLINAS BLVD. STREET 2: SUITE 2000 CITY: IRVING STATE: TX ZIP: 75039 BUSINESS PHONE: 972-444-0300 MAIL ADDRESS: STREET 1: 600 EAST LAS COLINAS BLVD. STREET 2: SUITE 2000 CITY: IRVING STATE: TX ZIP: 75039 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: ArcLight Capital Partners, LLC CENTRAL INDEX KEY: 0001502945 IRS NUMBER: 043548449 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 200 CLARENDON STREET, 55TH FLOOR CITY: BOSTON STATE: MA ZIP: 02117 BUSINESS PHONE: 6175316300 MAIL ADDRESS: STREET 1: 200 CLARENDON STREET, 55TH FLOOR CITY: BOSTON STATE: MA ZIP: 02117 SC 13G 1 d874238dsc13g.htm SC 13G SC 13G

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 13G

Under the Securities Exchange Act of 1934

 

 

JP ENERGY PARTNERS LP

(Name of Issuer)

Common Units Representing Limited Partner Interests

(Title of Class of Securities)

46643C 109

(CUSIP Number)

December 31, 2014

(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)

¨ Rule 13d-1(c)

x 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 cover 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 of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

 

 

CUSIP No. Y938M 101

 Schedule 13G Page 2 of 8

 

 

  1 

NAMES OF REPORTING PERSONS

 

Lonestar Midstream Holdings, LLC

  2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)  ¨        (b)  ¨

 

  3

SEC USE ONLY

 

  4

CITIZEN OR PLACE OF ORGANIZATION

 

Delaware

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

   5   

SOLE VOTING POWER

 

  6  

SHARED VOTING POWER

 

18,666,841(1)

  7  

SOLE DISPOSITIVE POWER

 

  8  

SHARED DISPOSITIVE POWER

 

18,666,841(1)

  9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

18,666,841(1)

10

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

Not Applicable

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

51.2%(2)

12

TYPE OF REPORTING PERSON

 

OO

 

(1) Represents 3,514,914 common units representing limited partner interests (“Common Units”), or 19.3% of the outstanding Common Units, and 14,342,733 subordinated units representing limited partner interests (“Subordinated Units”), or 78.7% of the outstanding Subordinated Units, in the Issuer held directly by Lonestar Midstream Holdings, LLC, and 159,273 Common Units, or 0.9% of the outstanding Common Units, and 649,921 Subordinated Units, or 3.6% of the outstanding Subordinated Units, held by JP Energy Development LP, a wholly owned subsidiary of Lonestar Midstream Holdings, LLC. The Subordinated Units may be converted into Common Units on a one-for-one basis after expiration of the subordination period (as described in the Issuer’s Third Amended and Restated Agreement of Limited Partnership, dated October 7, 2014). See Item 4 for a description of the ownership relationship between the Reporting Persons.
(2) Based upon 18,213,502 Common Units and 18,213,502 Subordinated Units outstanding as of November 5, 2014, as reported in the Issuer’s most recent Form 10-Q filed on November 10, 2014. For purposes of the percent of class reported in row 11, the Subordinated Units are considered converted.

CUSIP: 46643C 109

 Schedule 13G

 

 

  1 

NAMES OF REPORTING PERSONS

 

ArcLight Capital Partners, LLC

  2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)  ¨        (b)  ¨

 

  3

SEC USE ONLY

 

  4

CITIZEN OR PLACE OF ORGANIZATION

 

Delaware

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

   5   

SOLE VOTING POWER

 

18,666,841(1)

6  

SHARED VOTING POWER

 

  7  

SOLE DISPOSITIVE POWER

 

18,666,841(1)

  8  

SHARED DISPOSITIVE POWER

 

  9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

18,666,841(1)

10

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

Not Applicable

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

51.2%(2)

12

TYPE OF REPORTING PERSON

 

OO

 

(1) Represents 3,514,914 common units representing limited partner interests (“Common Units”), or 19.3% of the outstanding Common Units, and 14,342,733 subordinated units representing limited partner interests (“Subordinated Units”), or 78.7% of the outstanding Subordinated Units, in the Issuer held directly by Lonestar Midstream Holdings, LLC, and 159,273 Common Units, or 0.9% of the outstanding Common Units, and 649,921 Subordinated Units, or 3.6% of the outstanding Subordinated Units, held by JP Energy Development LP, a wholly owned subsidiary of Lonestar Midstream Holdings, LLC. The Subordinated Units may be converted into Common Units on a one-for-one basis after expiration of the subordination period (as described in the Issuer’s Third Amended and Restated Agreement of Limited Partnership, dated October 7, 2014). See Item 4 for a description of the ownership relationship between the Reporting Persons.
(2) Based upon 18,213,502 Common Units and 18,213,502 Subordinated Units outstanding as of November 5, 2014, as reported in the Issuer’s most recent Form 10-Q filed on November 10, 2014. For purposes of the percent of class reported in row 11, the Subordinated Units are considered converted.

CUSIP: 46643C 109

 Schedule 13G

 

 

  1 

NAMES OF REPORTING PERSONS

 

ArcLight Capital Holdings, LLC

  2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)  ¨        (b)  ¨

 

  3

SEC USE ONLY

 

  4

CITIZEN OR PLACE OF ORGANIZATION

 

Delaware

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

   5   

SOLE VOTING POWER

 

  6  

SHARED VOTING POWER

 

18,666,841(1)

  7  

SOLE DISPOSITIVE POWER

 

  8  

SHARED DISPOSITIVE POWER

 

18,666,841(1)

  9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

18,666,841(1)

10

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

Not Applicable

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

51.2%(2)

12

TYPE OF REPORTING PERSON

 

OO

 

(1) Represents 3,514,914 common units representing limited partner interests (“Common Units”), or 19.3% of the outstanding Common Units, and 14,342,733 subordinated units representing limited partner interests (“Subordinated Units”), or 78.7% of the outstanding Subordinated Units, in the Issuer held directly by Lonestar Midstream Holdings, LLC, and 159,273 Common Units, or 0.9% of the outstanding Common Units, and 649,921 Subordinated Units, or 3.6% of the outstanding Subordinated Units, held by JP Energy Development LP, a wholly owned subsidiary of Lonestar Midstream Holdings, LLC. The Subordinated Units may be converted into Common Units on a one-for-one basis after expiration of the subordination period (as described in the Issuer’s Third Amended and Restated Agreement of Limited Partnership, dated October 7, 2014). See Item 4 for a description of the ownership relationship between the Reporting Persons.
(2) Based upon 18,213,502 Common Units and 18,213,502 Subordinated Units outstanding as of November 5, 2014, as reported in the Issuer’s most recent Form 10-Q filed on November 10, 2014. For purposes of the percent of class reported in row 11, the Subordinated Units are considered converted.

CUSIP: 46643C 109

 Schedule 13G

 

 

  1 

NAMES OF REPORTING PERSONS

 

ArcLight Energy Partners Fund V, L.P.

  2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)  ¨        (b)  ¨

 

  3

SEC USE ONLY

 

  4

CITIZEN OR PLACE OF ORGANIZATION

 

Delaware

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

   5   

SOLE VOTING POWER

 

  6  

SHARED VOTING POWER

 

18,666,841(1)

  7  

SOLE DISPOSITIVE POWER

 

  8  

SHARED DISPOSITIVE POWER

 

18,666,841(1)

  9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

18,666,841(1)

10

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

Not Applicable

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

51.2%(2)

12

TYPE OF REPORTING PERSON

 

PN

 

(1) Represents 3,514,914 common units representing limited partner interests (“Common Units”), or 19.3% of the outstanding Common Units, and 14,342,733 subordinated units representing limited partner interests (“Subordinated Units”), or 78.7% of the outstanding Subordinated Units, in the Issuer held directly by Lonestar Midstream Holdings, LLC, and 159,273 Common Units, or 0.9% of the outstanding Common Units, and 649,921 Subordinated Units, or 3.6% of the outstanding Subordinated Units, held by JP Energy Development LP, a wholly owned subsidiary of Lonestar Midstream Holdings, LLC. The Subordinated Units may be converted into Common Units on a one-for-one basis after expiration of the subordination period (as described in the Issuer’s Third Amended and Restated Agreement of Limited Partnership, dated October 7, 2014). See Item 4 for a description of the ownership relationship between the Reporting Persons.
(2) Based upon 18,213,502 Common Units and 18,213,502 Subordinated Units outstanding as of November 5, 2014, as reported in the Issuer’s most recent Form 10-Q filed on November 10, 2014. For purposes of the percent of class reported in row 11, the Subordinated Units are considered converted.

CUSIP: 46643C 109

 Schedule 13G

 

 

  1 

NAMES OF REPORTING PERSONS

 

JP Energy Development LP

  2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)  ¨        (b)  ¨

 

  3

SEC USE ONLY

 

  4

CITIZEN OR PLACE OF ORGANIZATION

 

Delaware

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

   5   

SOLE VOTING POWER

 

809,194 (1)

  6  

SHARED VOTING POWER

 

  7  

SOLE DISPOSITIVE POWER

 

809,194 (1)

  8  

SHARED DISPOSITIVE POWER

 

  9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

809,194 (1)

10

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

Not Applicable

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

2.2%(2)

12

TYPE OF REPORTING PERSON

 

PN

 

(1) Represents 159,273 common units representing limited partner interests (“Common Units”), or 0.9% of the outstanding Common Units, and 649,921 subordinated units representing limited partner interests (“Subordinated Units”), or 3.6% of the outstanding Subordinated Units, held by JP Energy Development LP, a wholly owned subsidiary of Lonestar Midstream Holdings, LLC. The Subordinated Units may be converted into Common Units on a one-for-one basis after expiration of the subordination period (as described in the Issuer’s Third Amended and Restated Agreement of Limited Partnership, dated October 7, 2014). See Item 4 for a description of the ownership relationship between the Reporting Persons.
(2)  Based upon 18,213,502 Common Units and 18,213,502 Subordinated Units outstanding as of November 5, 2014, as reported in the Issuer’s most recent Form 10-Q filed on November 10, 2014. For purposes of the percent of class reported in row 11, the Subordinated Units are considered converted.

CUSIP: 46643C 109

 Schedule 13G

 

 

  1 

NAMES OF REPORTING PERSONS

 

Daniel R. Revers

  2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)  ¨        (b)  ¨

 

  3

SEC USE ONLY

 

  4

CITIZEN OR PLACE OF ORGANIZATION

 

Delaware

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

   5   

SOLE VOTING POWER

 

  6  

SHARED VOTING POWER

 

18,666,841(1)

  7  

SOLE DISPOSITIVE POWER

 

  8  

SHARED DISPOSITIVE POWER

 

18,666,841(1)

  9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

18,666,841(1)

10

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

Not Applicable

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

51.2%(2)

12

TYPE OF REPORTING PERSON

 

IN

 

(1) Represents 3,514,914 common units representing limited partner interests (“Common Units”), or 19.3% of the outstanding Common Units, and 14,342,733 subordinated units representing limited partner interests (“Subordinated Units”), or 78.7% of the outstanding Subordinated Units, in the Issuer held directly by Lonestar Midstream Holdings, LLC, and 159,273 Common Units, or 0.9% of the outstanding Common Units, and 649,921 Subordinated Units, or 3.6% of the outstanding Subordinated Units, held by JP Energy Development LP, a wholly owned subsidiary of Lonestar Midstream Holdings, LLC. The Subordinated Units may be converted into Common Units on a one-for-one basis after expiration of the subordination period (as described in the Issuer’s Third Amended and Restated Agreement of Limited Partnership, dated October 7, 2014). See Item 4 for a description of the ownership relationship between the Reporting Persons.
(2) Based upon 18,213,502 Common Units and 18,213,502 Subordinated Units outstanding as of November 5, 2014, as reported in the Issuer’s most recent Form 10-Q filed on November 10, 2014. For purposes of the percent of class reported in row 11, the Subordinated Units are considered converted.

CUSIP: 46643C 109

 Schedule 13G

 

ITEM 1. (a) Name of Issuer:

JP Energy Partners LP (the “Issuer”)

 

  (b) Address of Issuer’s Principal Executive Offices:

600 East Las Colinas Boulevard

Suite 2000

Irving, Texas 75039

 

ITEM 2. (a) Name of Person Filing:

Lonestar Midstream Holdings, LLC

ArcLight Capital Partners, LLC

ArcLight Capital Holdings, LLC

ArcLight Energy Partners Fund V, L.P.

JP Energy Development LP

Daniel R. Revers

 

  (b) Address or Principal Business Office:

Principal business office of all persons filing:

200 Clarendon Street

55th Floor

Boston, MA 02117

 

  (c) Citizenship:

 

Lonestar Midstream Holdings, LLC Delaware
ArcLight Capital Partners, LLC Delaware
ArcLight Capital Holdings, LLC Delaware
ArcLight Energy Partners Fund V, L.P. Delaware
JP Energy Development LP Delaware
Daniel R. Revers United States

 

  (d) Title of Class of Securities:

Common units representing limited partner interests (“Common Units”)

 

  (e) CUSIP Number:

46643C 109

 

ITEM 3.

Not applicable.

CUSIP: 46643C 109

       Schedule 13G

 

ITEM 4. Ownership

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

Ownership (a-c)

The ownership information presented below represents beneficial ownership of Common Units and subordinated units representing limited partner interests (“Subordinated Units”) of the Issuer as of December 31, 2014, based upon 18,213,502 Common Units and 18,213,502 Subordinated Units outstanding as of November 5, 2014, as reported in the Issuer’s Form 10-Q filed on November 10, 2014. The Reporting Persons have shared power to vote or direct the vote of, and to dispose or direct the disposition of, the securities listed below.

 

Reporting Person

    Number of
Common
Units		      Percentage
of
Common
Units		     Number of
Subordinated
Units		      Percentage of
Subordinated
Units		     Total
Beneficially
Owned
(1)(2)(3)		      Percentage
(As
Converted)
(2)		  
Lonestar Midstream Holdings, LLC      3,674,187         20.2 %      14,992,654         82.3 %      18,666,841         51.2 % 
ArcLight Capital Partners, LLC      3,674,187         20.2 %      14,992,654         82.3 %      18,666,841         51.2 % 
ArcLight Capital Holdings, LLC      3,674,187         20.2 %      14,992,654         82.3 %      18,666,841         51.2 % 
ArcLight Energy Partners Fund V, L.P.      3,674,187         20.2 %      14,992,654         82.3 %      18,666,841         51.2 % 
JP Energy Development LP      159,273         0.9 %      649,921         3.6 %      809,194         2.2 % 
Daniel R. Revers      3,674,187         20.2 %      14,992,654         82.3 %      18,666,841         51.2 % 

 

(1)  Represents 3,514,914 Common Units, or 19.3% of the outstanding Common Units, and 14,342,733 Subordinated Units, or 78.7% of the outstanding Subordinated Units, in the Issuer held directly by Lonestar Midstream Holdings, LLC, and 159,273 Common Units, or 0.9% of the outstanding Common Units, and 649,921 Subordinated Units, or 3.6% of the outstanding Subordinated Units, held by JP Energy Development LP, a wholly owned subsidiary of Lonestar Midstream Holdings, LLC.
(2) The Subordinated Units may be converted into Common Units on a one-for-one basis after the expiration of the subordination period (as described in the Issuer’s Third Amended and Restated Agreement of Limited Partnership).
(3) ArcLight Energy Partners Fund V, L.P. (“Fund V”) indirectly owns and controls Lonestar Midstream Holdings, LLC (“Lonestar”) and therefore may be deemed to indirectly beneficially own the Common Units and Subordinated Units held directly by Lonestar and indirectly by Lonestar as the owner of 100% of the equity interests of JP Energy Development LP (“JPED”). ArcLight Capital Partners, LLC (“ArcLight Capital Partners”) is the investment manager of, and ArcLight Capital Holdings, LLC is the managing partner of the general partner of, Fund V. Due to certain voting rights granted to Mr. Revers as a member of ArcLight Capital Partners’ investment committee, Mr. Revers may be deemed to indirectly beneficially own the units held by Lonestar and JPED, but disclaims any such ownership except to the extent of his pecuniary interest therein.

 

ITEM 5. Ownership of Five Percent or Less of a Class

Not applicable.

CUSIP: 46643C 109

       Schedule 13G

 

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.

 

ITEM 8. Identification and Classification of Members of the Group

Not applicable.

 

ITEM 9. Notice of Dissolution of Group

Not applicable.

 

ITEM 10. Certification

Not applicable.

CUSIP: 46643C 109

 Schedule 13G

 

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: February 17, 2015

 

ARCLIGHT CAPITAL PARTNERS, LLC
By:

/s/ Daniel R. Revers

Name:     Daniel R. Revers
Title: Managing Partner
ARCLIGHT CAPITAL HOLDINGS, LLC
By:

/s/ Daniel R. Revers

Name: Daniel R. Revers
Title: Managing Partner
ARCLIGHT ENERGY PARTNERS FUND V, L.P.
By:         ArcLight PEF GP V, LLC
Its: General Partner
By:       ArcLight Capital Holdings, LLC
Its: Manager
By:

/s/ Daniel R. Revers

Name: Daniel R. Revers
Title: Managing Partner
LONESTAR MIDSTREAM HOLDINGS, LLC
By: AL Lonestar, LLC
Its: Managing Member
By:

/s/ Daniel R. Revers

Name: Daniel R. Revers
Title: President
JP ENERGY DEVELOPMENT LP
By: Lonestar Midstream Holdings, LLC
Its: Sole Member
By: AL Lonestar, LLC
Its: Managing Member
By:

/s/ Daniel R. Revers

Name: Daniel R. Revers
Title: President

/s/ Daniel R. Revers

Daniel R. Revers

CUSIP: 46643C 109

 Schedule 13G

 

JOINT FILING AGREEMENT

In accordance with Rule 13(d)-1(k)(1) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with each other of the attached statement on Schedule 13G and to all amendments to such statement.

IN WITNESS WHEREOF, the undersigned hereby executed this Agreement as of February 17, 2015

 

ARCLIGHT CAPITAL PARTNERS, LLC
By:

/s/ Daniel R. Revers

Name: Daniel R. Revers
Title: Managing Partner
ARCLIGHT CAPITAL HOLDINGS, LLC
By:

/s/ Daniel R. Revers

Name: Daniel R. Revers
Title: Managing Partner
ARCLIGHT ENERGY PARTNERS FUND V, L.P.
By: ArcLight PEF GP V, LLC
Its: General Partner
By:       ArcLight Capital Holdings, LLC
Its: Manager
By:

/s/ Daniel R. Revers

Name: Daniel R. Revers
Title: Managing Partner
LONESTAR MIDSTREAM HOLDINGS, LLC
By: AL Lonestar, LLC
Its: Managing Member
By:

/s/ Daniel R. Revers

Name: Daniel R. Revers
Title: President
JP ENERGY DEVELOPMENT LP
By: Lonestar Midstream Holdings, LLC
Its: Sole Member
By: AL Lonestar, LLC
Its: Managing Member
By:

/s/ Daniel R. Revers

Name: Daniel R. Revers
Title: President

/s/ Daniel R. Revers

Daniel R. Revers