0001104659-20-106243.txt : 20200917 0001104659-20-106243.hdr.sgml : 20200917 20200917210256 ACCESSION NUMBER: 0001104659-20-106243 CONFORMED SUBMISSION TYPE: 3/A PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 20200907 FILED AS OF DATE: 20200917 DATE AS OF CHANGE: 20200917 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SP Common Equity Subsidiary LLC CENTRAL INDEX KEY: 0001824033 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-33147 FILM NUMBER: 201182540 BUSINESS ADDRESS: STREET 1: 1360 POST OAK BLVD STREET 2: SUITE 2400 CITY: HOUSTON STATE: TX ZIP: 77056 BUSINESS PHONE: 713.409.8669 MAIL ADDRESS: STREET 1: 1360 POST OAK BLVD STREET 2: SUITE 2400 CITY: HOUSTON STATE: TX ZIP: 77056 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SP Common Equity LLC CENTRAL INDEX KEY: 0001823864 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-33147 FILM NUMBER: 201182541 BUSINESS ADDRESS: STREET 1: 1360 POST OAK BLVD STREET 2: SUITE 2400 CITY: HOUSTON STATE: TX ZIP: 77056 BUSINESS PHONE: 713.409.8669 MAIL ADDRESS: STREET 1: 1360 POST OAK BLVD STREET 2: SUITE 2400 CITY: HOUSTON STATE: TX ZIP: 77056 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SANCHEZ ANTONIO R III CENTRAL INDEX KEY: 0001231922 FILING VALUES: FORM TYPE: 3/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-33147 FILM NUMBER: 201182542 MAIL ADDRESS: STREET 1: 1000 MAIN STREET STREET 2: SUITE 3000 CITY: HOUSTON STATE: TX ZIP: 77002 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SANCHEZ ANTONIO R JR CENTRAL INDEX KEY: 0001060529 FILING VALUES: FORM TYPE: 3/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-33147 FILM NUMBER: 201182543 MAIL ADDRESS: STREET 1: 1000 MAIN STREET STREET 2: SUITE 3000 CITY: HOUSTON STATE: TX ZIP: 77002 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Sanchez Patricio D. CENTRAL INDEX KEY: 0001638306 FILING VALUES: FORM TYPE: 3/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-33147 FILM NUMBER: 201182544 MAIL ADDRESS: STREET 1: 1000 MAIN STREET STREET 2: SUITE 3000 CITY: HOUSTON STATE: TX ZIP: 77002 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Sanchez Eduardo Augusto CENTRAL INDEX KEY: 0001638428 FILING VALUES: FORM TYPE: 3/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-33147 FILM NUMBER: 201182545 MAIL ADDRESS: STREET 1: 1000 MAIN STREET STREET 2: SUITE 3000 CITY: HOUSTON STATE: TX ZIP: 77002 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Sanchez Midstream Partners LP CENTRAL INDEX KEY: 0001362705 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 113742489 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1360 POST OAK BLVD STREET 2: SUITE 2400 CITY: HOUSTON STATE: TX ZIP: 77056 BUSINESS PHONE: 713-783-8000 MAIL ADDRESS: STREET 1: 1360 POST OAK BLVD STREET 2: SUITE 2400 CITY: HOUSTON STATE: TX ZIP: 77056 FORMER COMPANY: FORMER CONFORMED NAME: Sanchez Production Partners LP DATE OF NAME CHANGE: 20150306 FORMER COMPANY: FORMER CONFORMED NAME: Sanchez Production Partners LLC DATE OF NAME CHANGE: 20141006 FORMER COMPANY: FORMER CONFORMED NAME: Constellation Energy Partners LLC DATE OF NAME CHANGE: 20060808 3/A 1 a3a.xml 3/A X0206 3/A 2020-09-07 2020-09-17 0 0001362705 Sanchez Midstream Partners LP SNMP 0001824033 SP Common Equity Subsidiary LLC 1360 POST OAK BOULEVARD, SUITE 2400 HOUSTON TX 77056 0 0 1 0 0001823864 SP Common Equity LLC 1360 POST OAK BOULEVARD, SUITE 2400 HOUSTON TX 77056 0 0 1 0 0001231922 SANCHEZ ANTONIO R III 1360 POST OAK BOULEVARD, SUITE 2400 HOUSTON TX 77056 1 0 1 0 0001060529 SANCHEZ ANTONIO R JR 1360 POST OAK BOULEVARD, SUITE 2400 HOUSTON TX 77056 0 0 1 0 0001638306 Sanchez Patricio D. 1360 POST OAK BOULEVARD, SUITE 2400 HOUSTON TX 77056 0 0 1 0 0001638428 Sanchez Eduardo Augusto 1360 POST OAK BOULEVARD, SUITE 2400 HOUSTON TX 77056 0 0 1 0 Common Units 4650439 D Pursuant to the terms and provisions of that certain Contribution and Exchange Agreement, by and among SP Common Equity LLC ("SPCE"), SP Capital Holdings, LLC ("SP Capital") and Stonepeak Catarina Holdings, LLC ("Stonepeak Catarina"), dated as of September 7, 2020 (the "Agreement"), Antonio R. Sanchez, Jr. and certain affiliates of Antonio R. Sanchez, Jr. (collectively, the "Sanchez Holders") irrevocably committed to contribute an aggregate of 4,650,439 Common Units to SP Common Equity Subsidiary LLC ("SPCE Sub") as partial consideration for units representing membership interests in SPCE. This amount includes 140,647 Common Units that are subject to vesting. SPCE Sub is a wholly owned subsidiary of SPCE. However, pursuant to the terms of the Agreement, upon completion of the contribution of Common Units by the Sanchez Holders to SPCE Sub, Stonepeak Catarina will become the sole member of SPCE Sub, and each of SP Capital and SPCE will have the right to certain cash receipts from the Class C Preferred Units and Common Units beneficially owned by Stonepeak Catarina (including Common Units irrevocably contributed to SPCE Sub). Stonepeak Catarina and its direct and indirect control persons separately filed a Form 4 on September 9, 2020, to report their acquisition of indirect beneficial ownership of the Common Units irrevocably committed to SPCE Sub by the Sanchez Holders on September 7, 2020. Each of Antonio R. Sanchez, Jr., Antonio R. Sanchez, III, Patricio D. Sanchez and Eduardo A. Sanchez are managing members of SPCE and share voting and dispositive power over the securities controlled by SPCE. SPCE is the sole member of SPCE Sub. Exhibit List: Exhibit 24.1 - Power of Attorney, Exhibit 24.2 - Power of Attorney and Exhibit 24.3 - Power of Attorney. This amendment is being filed solely to attach as exhibits the Powers of Attorney for Antonio R. Sanchez, Jr., Patricio D. Sanchez and Eduardo A. Sanchez, respectively. /s/ Antonio R. Sanchez, III, Attorney in fact of each natural person Reporting Owner, Managing Member of each non-natural person Reporting Owner 2020-09-17 EX-24.1 2 ex-24d1.htm EX-24.1

Exhibit 24.1

 

POWER OF ATTORNEY

 

Know all by these presents, that the undersigned hereby constitutes and appoints Antonio R. Sanchez, III as the undersigned’s true and lawful attorney-in-fact to:

 

(1)                                 execute for and on behalf of the undersigned, in the undersigned’s capacity as a reporting person of Sanchez Midstream Partners LP (the “Partnership”), Schedule 13D, Forms 3, 4 and 5 (and any amendments thereto), in accordance with Sections 13(d) and 16(a) of the Securities Exchange Act of 1934, as amended, and the rules and regulations promulgated thereunder (the “Exchange Act”);

 

(2)                                 do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete the execution of any such Schedule 13D, Form 3, 4 or 5 (and any amendments thereto) and the timely filing of such schedule or form, as the case may be, with the United States Securities and Exchange Commission and any other authority;

 

(3)                                 seek or obtain, as the undersigned’s representative and on the undersigned’s behalf, information on transactions in the Partnership’s securities from any third party, including brokers, employee benefit plan administrators and trustees, and the undersigned hereby authorizes any such person to release any such information to the undersigned’s attorney-in-fact appointed by this Power of Attorney and approves and ratifies any such release of information; and

 

(4)                                 take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such information and disclosure as such attorney-in-fact may approve in such attorney-in-fact’s discretion.

 

The undersigned hereby grants to the foregoing attorney-in-fact full power and authority to do and perform any and all acts and things whatsoever requisite, necessary and proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorney-in-fact, in serving in such capacity at the request of the undersigned, is not assuming any of the undersigned’s responsibilities to comply with Sections 13(d) and 16 of the Exchange Act. This Power of Attorney can only be revoked by delivering a signed revocation in writing to the attorney-in-fact.

 

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 17th day of September, 2020.

 

 

/s/ Antonio R. Sanchez, Jr.

 

Signature

 

 

 

Antonio R. Sanchez, Jr.

 

Print Name

 

 EX-24.2 3 ex-24d2.htm EX-24.2

Exhibit 24.2

 

POWER OF ATTORNEY

 

Know all by these presents, that the undersigned hereby constitutes and appoints Antonio R. Sanchez, III as the undersigned’s true and lawful attorney-in-fact to:

 

(1)                                 execute for and on behalf of the undersigned, in the undersigned’s capacity as a reporting person of Sanchez Midstream Partners LP (the “Partnership”), Schedule 13D, Forms 3, 4 and 5 (and any amendments thereto), in accordance with Sections 13(d) and 16(a) of the Securities Exchange Act of 1934, as amended, and the rules and regulations promulgated thereunder (the “Exchange Act”);

 

(2)                                 do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete the execution of any such Schedule 13D, Form 3, 4 or 5 (and any amendments thereto) and the timely filing of such schedule or form, as the case may be, with the United States Securities and Exchange Commission and any other authority;

 

(3)                                 seek or obtain, as the undersigned’s representative and on the undersigned’s behalf, information on transactions in the Partnership’s securities from any third party, including brokers, employee benefit plan administrators and trustees, and the undersigned hereby authorizes any such person to release any such information to the undersigned’s attorney-in-fact appointed by this Power of Attorney and approves and ratifies any such release of information; and

 

(4)                                 take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such information and disclosure as such attorney-in-fact may approve in such attorney-in-fact’s discretion.

 

The undersigned hereby grants to the foregoing attorney-in-fact full power and authority to do and perform any and all acts and things whatsoever requisite, necessary and proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorney-in-fact, in serving in such capacity at the request of the undersigned, is not assuming any of the undersigned’s responsibilities to comply with Sections 13(d) and 16 of the Exchange Act. This Power of Attorney can only be revoked by delivering a signed revocation in writing to the attorney-in-fact.

 

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 17th day of September, 2020.

 

 

/s/ Patricio D. Sanchez

 

Signature

 

 

 

Patricio D. Sanchez

 

Print Name

 

 EX-24.3 4 ex-24d3.htm EX-24.3

Exhibit 24.3

 

POWER OF ATTORNEY

 

Know all by these presents, that the undersigned hereby constitutes and appoints Antonio R. Sanchez, III as the undersigned’s true and lawful attorney-in-fact to:

 

(1)                                 execute for and on behalf of the undersigned, in the undersigned’s capacity as a reporting person of Sanchez Midstream Partners LP (the “Partnership”), Schedule 13D, Forms 3, 4 and 5 (and any amendments thereto), in accordance with Sections 13(d) and 16(a) of the Securities Exchange Act of 1934, as amended, and the rules and regulations promulgated thereunder (the “Exchange Act”);

 

(2)                                 do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete the execution of any such Schedule 13D, Form 3, 4 or 5 (and any amendments thereto) and the timely filing of such schedule or form, as the case may be, with the United States Securities and Exchange Commission and any other authority;

 

(3)                                 seek or obtain, as the undersigned’s representative and on the undersigned’s behalf, information on transactions in the Partnership’s securities from any third party, including brokers, employee benefit plan administrators and trustees, and the undersigned hereby authorizes any such person to release any such information to the undersigned’s attorney-in-fact appointed by this Power of Attorney and approves and ratifies any such release of information; and

 

(4)                                 take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such information and disclosure as such attorney-in-fact may approve in such attorney-in-fact’s discretion.

 

The undersigned hereby grants to the foregoing attorney-in-fact full power and authority to do and perform any and all acts and things whatsoever requisite, necessary and proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorney-in-fact, in serving in such capacity at the request of the undersigned, is not assuming any of the undersigned’s responsibilities to comply with Sections 13(d) and 16 of the Exchange Act. This Power of Attorney can only be revoked by delivering a signed revocation in writing to the attorney-in-fact.

 

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 17th day of September, 2020.

 

 

/s/ Eduardo A. Sanchez

 

Signature

 

 

 

Eduardo A. Sanchez

 

Print Name