0000899243-21-014325.txt : 20210401
0000899243-21-014325.hdr.sgml : 20210401
20210401150801
ACCESSION NUMBER: 0000899243-21-014325
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20210330
FILED AS OF DATE: 20210401
DATE AS OF CHANGE: 20210401
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: FR Midstream Holdings LLC
CENTRAL INDEX KEY: 0001501490
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34664
FILM NUMBER: 21797674
BUSINESS ADDRESS:
STREET 1: ONE LAFAYETTE PLACE
STREET 2: THIRD FLOOR
CITY: GREENWICH
STATE: CT
ZIP: 06830
BUSINESS PHONE: 203-661-6601
MAIL ADDRESS:
STREET 1: ONE LAFAYETTE PLACE
STREET 2: THIRD FLOOR
CITY: GREENWICH
STATE: CT
ZIP: 06830
FORMER NAME:
FORMER CONFORMED NAME: FR KA Holdings LLC
DATE OF NAME CHANGE: 20100916
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: First Reserve GP XI, Inc.
CENTRAL INDEX KEY: 0001477477
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34664
FILM NUMBER: 21797676
BUSINESS ADDRESS:
STREET 1: 290 HARBOR DRIVE
STREET 2: FIFTH FLOOR
CITY: STAMFORD
STATE: CT
ZIP: 06902
BUSINESS PHONE: 203-661-6601
MAIL ADDRESS:
STREET 1: 290 HARBOR DRIVE
STREET 2: FIFTH FLOOR
CITY: STAMFORD
STATE: CT
ZIP: 06902
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: First Reserve GP XI, L.P.
CENTRAL INDEX KEY: 0001477478
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34664
FILM NUMBER: 21797675
BUSINESS ADDRESS:
STREET 1: 290 HARBOR DRIVE
STREET 2: FIFTH FLOOR
CITY: STAMFORD
STATE: CT
ZIP: 06902
BUSINESS PHONE: 203-661-6601
MAIL ADDRESS:
STREET 1: 290 HARBOR DRIVE
STREET 2: FIFTH FLOOR
CITY: STAMFORD
STATE: CT
ZIP: 06902
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: FR XI CMP Holdings LLC
CENTRAL INDEX KEY: 0001501964
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34664
FILM NUMBER: 21797673
BUSINESS ADDRESS:
STREET 1: ONE LAFAYETTE PLACE
CITY: GREENWICH
STATE: CT
ZIP: 06830
BUSINESS PHONE: 203-661-6601
MAIL ADDRESS:
STREET 1: ONE LAFAYETTE PLACE
CITY: GREENWICH
STATE: CT
ZIP: 06830
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Crestwood Holdings Partners, LLC
CENTRAL INDEX KEY: 0001501961
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34664
FILM NUMBER: 21797672
BUSINESS ADDRESS:
STREET 1: 717 TEXAS AVENUE
STREET 2: SUITE 3150
CITY: HOUSTON
STATE: TX
ZIP: 77002
BUSINESS PHONE: 832-519-2200
MAIL ADDRESS:
STREET 1: 717 TEXAS AVENUE
STREET 2: SUITE 3150
CITY: HOUSTON
STATE: TX
ZIP: 77002
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Crestwood Holdings LLC
CENTRAL INDEX KEY: 0001501962
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34664
FILM NUMBER: 21797670
BUSINESS ADDRESS:
STREET 1: 717 TEXAS AVENUE
STREET 2: SUITE 3150
CITY: HOUSTON
STATE: TX
ZIP: 77002
BUSINESS PHONE: 832-519-2200
MAIL ADDRESS:
STREET 1: 717 TEXAS AVENUE
STREET 2: SUITE 3150
CITY: HOUSTON
STATE: TX
ZIP: 77002
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: FR Crestwood Management Co-Investment LLC
CENTRAL INDEX KEY: 0001501963
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34664
FILM NUMBER: 21797671
BUSINESS ADDRESS:
STREET 1: 811 MAIN STREET
STREET 2: SUITE 3400
CITY: HOUSTON
STATE: TX
ZIP: 77002
BUSINESS PHONE: 832-519-2200
MAIL ADDRESS:
STREET 1: 811 MAIN STREET
STREET 2: SUITE 3400
CITY: HOUSTON
STATE: TX
ZIP: 77002
FORMER NAME:
FORMER CONFORMED NAME: Crestwood Holdings II LLC
DATE OF NAME CHANGE: 20100923
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Crestwood Equity Partners LP
CENTRAL INDEX KEY: 0001136352
STANDARD INDUSTRIAL CLASSIFICATION: NATURAL GAS TRANSMISSION & DISTRIBUTION [4923]
IRS NUMBER: 431918951
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 811 MAIN STREET
STREET 2: SUITE 3400
CITY: HOUSTON
STATE: TX
ZIP: 77002
BUSINESS PHONE: 832-519-2200
MAIL ADDRESS:
STREET 1: 811 MAIN STREET
STREET 2: SUITE 3400
CITY: HOUSTON
STATE: TX
ZIP: 77002
FORMER COMPANY:
FORMER CONFORMED NAME: INERGY L P
DATE OF NAME CHANGE: 20010307
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2021-03-30
1
0001136352
Crestwood Equity Partners LP
CEQP
0001477477
First Reserve GP XI, Inc.
290 HARBOR DRIVE, FIFTH FLOOR
STAMFORD
CT
06902
1
0
1
0
0001477478
First Reserve GP XI, L.P.
290 HARBOR DRIVE, FIFTH FLOOR
STAMFORD
CT
06902
1
0
1
0
0001501490
FR Midstream Holdings LLC
290 HARBOR DRIVE, FIFTH FLOOR
STAMFORD
CT
06902
1
0
1
0
0001501964
FR XI CMP Holdings LLC
290 HARBOR DRIVE, FIFTH FLOOR
STAMFORD
CT
06902
1
0
1
0
0001501961
Crestwood Holdings Partners, LLC
811 MAIN STREET, SUITE 3400
HOUSTON
TX
77002
1
0
1
0
0001501963
FR Crestwood Management Co-Investment LLC
811 MAIN STREET, SUITE 3400
HOUSTON
TX
77002
1
0
1
0
0001501962
Crestwood Holdings LLC
811 MAIN STREET, SUITE 3400
HOUSTON
TX
77002
1
0
1
0
Common Units
2021-03-30
4
S
0
6000000
22.00
D
3985462
I
See footnotes
Common Units
2021-03-30
4
S
0
3985462
D
0
I
See footnotes
Common Units
2021-03-30
4
S
0
7484449
D
0
I
See footnotes
Reflects Common Units held directly by Crestwood Gas Services Holdings LLC ("Gas Services Holdings").
Reflects Common Units held directly by Crestwood Holdings LLC ("Crestwood Holdings").
Prior to the closing of the transaction described in Footnote (5) below, Gas Services Holdings' sole member was Crestwood Holdings, whose sole member is FR Crestwood Management Co-Investment LLC, whose controlling member is Crestwood Holdings Partners, LLC, whose controlling member is FR XI CMP Holdings LLC, whose sole member is FR Midstream Holdings LLC, whose manager is First Reserve GP XI, L.P., whose general partner is First Reserve GP XI, Inc. ("FR GP Inc.").
Does not include 438,789 Subordinated Units. The Subordinated Units may be converted into Common Units on a one-for-one basis upon the termination of the subordination period as set forth in the Issuer Partnership Agreement.
In a transaction that closed on March 30, 2021, (i) all of the outstanding limited liability company interests of Crestwood Marcellus Holdings LLC, a wholly owned subsidiary of Crestwood Holdings, (ii) all of the outstanding limited liability company interests of Gas Services Holdings, which owns (x) 1% of the outstanding limited partner interests in Crestwood Holdings LP ("CHLP"), (y) 3,985,462 Common Units of the Issuer after the sale reported above, and (z) 438,789 Subordinated Units of the Issuer, and (iii) 7,484,449 Common Units directly held by Crestwood Holdings, were sold by Crestwood Holdings to the Issuer, and (b) on or before the 180th day after March 30, 2021, 99% of the outstanding limited partner interests and all of the outstanding general partner interests of CHLP, which owns all of the outstanding limited liability company interests in the Issuer's general partner, will be transferred from Crestwood Holdings to the Issuer.
The purchase price for the transaction described in Footnote (5) above is an amount equal to $268,000,000. After the closing of the transaction described in Footnote (5) above, Gas Services Holdings directly holds 3,985,462 Common Units and 438,789 Subordinated Units of the Issuer. However, the Reporting Persons no longer have any pecuniary interest in the securities held by Gas Services Holdings.
The Reporting Persons disclaim beneficial ownership of the securities reported on this Form 4 except to the extent of their pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of these securities for purposes of Section 16 of the Securities Exchange Act of 1934 or for any other purpose.
FIRST RESERVE GP XI, INC., By: /s/ Gary D. Reaves, Name: Gary D. Reaves, Title: Managing Director
2021-04-01
FIRST RESERVE GP XI, L.P., By: First Reserve GP XI, Inc., its general partner, By: /s/ Gary D. Reaves, Name: Gary D. Reaves, Title: Managing Director
2021-04-01
FR MIDSTREAM HOLDINGS LLC, By: First Reserve GP XI, L.P., its managing member, By: First Reserve GP XI, Inc., its general partner, By: /s/ Gary D. Reaves,Name: Gary D. Reaves, Title: Managing Director
2021-04-01
FR XI CMP HOLDINGS LLC, By: First Reserve GP XI, L.P., its managing member, By: First Reserve GP XI, Inc., its general partner, By: /s/ Gary D. Reaves,Name: Gary D. Reaves, Title: Managing Director
2021-04-01
CRESTWOOD HOLDINGS PARTNERS, LLC, By: /s/ Joel C. Lambert, Name: Joel C. Lambert, Title: Executive Vice President, Chief Legal, Safety & Compliance Officer
2021-04-01
FR CRESTWOOD MANAGEMENT CO-INVESTMENT LLC, By: /s/ Joel C. Lambert, Name: Joel C. Lambert, Title: Executive Vice President, Chief Legal, Safety & Compliance Officer
2021-04-01
CRESTWOOD HOLDINGS LLC, By: /s/ Joel C. Lambert, Name: Joel C. Lambert, Title: Executive Vice President, Chief Legal, Safety & Compliance Officer
2021-04-01