0001140361-16-061425.txt : 20160418
0001140361-16-061425.hdr.sgml : 20160418
20160418172046
ACCESSION NUMBER: 0001140361-16-061425
CONFORMED SUBMISSION TYPE: 3
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20160131
FILED AS OF DATE: 20160418
DATE AS OF CHANGE: 20160418
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Sanchez Production 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: 1000 MAIN STREET
STREET 2: SUITE 3000
CITY: HOUSTON
STATE: TX
ZIP: 77002
BUSINESS PHONE: (713) 756-2775
MAIL ADDRESS:
STREET 1: 1000 MAIN STREET
STREET 2: SUITE 3000
CITY: HOUSTON
STATE: TX
ZIP: 77002
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
FORMER COMPANY:
FORMER CONFORMED NAME: Constellation Energy Resources LLC
DATE OF NAME CHANGE: 20060515
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: HITE Hedge LP
CENTRAL INDEX KEY: 0001496278
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-33147
FILM NUMBER: 161577488
BUSINESS ADDRESS:
STREET 1: ONE GATEWAY CENTER
STREET 2: SUITE 308
CITY: NEWTON
STATE: MA
ZIP: 02458
BUSINESS PHONE: 617-821-4945
MAIL ADDRESS:
STREET 1: ONE GATEWAY CENTER
STREET 2: SUITE 308
CITY: NEWTON
STATE: MA
ZIP: 02458
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: HITE MLP LP
CENTRAL INDEX KEY: 0001519590
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-33147
FILM NUMBER: 161577487
BUSINESS ADDRESS:
STREET 1: 300 WASHINGTON STREET
STREET 2: SUITE 308
CITY: NEWTON
STATE: MA
ZIP: 02458
BUSINESS PHONE: 617-431-4360
MAIL ADDRESS:
STREET 1: 300 WASHINGTON STREET
STREET 2: SUITE 308
CITY: NEWTON
STATE: MA
ZIP: 02458
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: HITE MLP Advantage LP
CENTRAL INDEX KEY: 0001559404
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-33147
FILM NUMBER: 161577485
BUSINESS ADDRESS:
STREET 1: ONE GATEWAY CENTER, SUITE 308
STREET 2: 300 WASHINGTON STREET
CITY: NEWTON
STATE: MA
ZIP: 02458
BUSINESS PHONE: 617-431-4360
MAIL ADDRESS:
STREET 1: ONE GATEWAY CENTER, SUITE 308
STREET 2: 300 WASHINGTON STREET
CITY: NEWTON
STATE: MA
ZIP: 02458
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: HITE Hedge Asset Management LLC
CENTRAL INDEX KEY: 0001568939
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-33147
FILM NUMBER: 161577489
BUSINESS ADDRESS:
STREET 1: ONE GATEWAY CENTER
STREET 2: SUITE 308
CITY: NEWTON
STATE: MA
ZIP: 02458
BUSINESS PHONE: 203-464-0066
MAIL ADDRESS:
STREET 1: ONE GATEWAY CENTER
STREET 2: SUITE 308
CITY: NEWTON
STATE: MA
ZIP: 02458
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: HITE Hedge QP LP
CENTRAL INDEX KEY: 0001617140
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-33147
FILM NUMBER: 161577486
BUSINESS ADDRESS:
STREET 1: ONE GATEWAY CENTER, SUITE 308
CITY: NEWTON
STATE: MA
ZIP: 02458
BUSINESS PHONE: 617-431-4360
MAIL ADDRESS:
STREET 1: ONE GATEWAY CENTER, SUITE 308
CITY: NEWTON
STATE: MA
ZIP: 02458
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Jampel James M
CENTRAL INDEX KEY: 0001672471
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-33147
FILM NUMBER: 161577484
MAIL ADDRESS:
STREET 1: 300 WASHINGTON STREET, SUITE 308
CITY: NEWTON
STATE: MA
ZIP: 02458
3
1
doc1.xml
FORM 3
X0206
3
2016-01-31
0
0001362705
Sanchez Production Partners LP
SPP
0001568939
HITE Hedge Asset Management LLC
300 WASHINGTON STREET
SUITE 308
NEWTON
MA
02458
0
0
1
1
See explanation of responses
0001496278
HITE Hedge LP
300 WASHINGTON STREET
SUITE 308
NEWTON
MA
02458
0
0
1
0
0001519590
HITE MLP LP
300 WASHINGTON STREET
SUITE 308
NEWTON
MA
02458
0
0
1
0
0001617140
HITE Hedge QP LP
300 WASHINGTON STREET
SUITE 308
NEWTON
MA
02458
0
0
1
0
0001559404
HITE MLP Advantage LP
300 WASHINGTON STREET
SUITE 308
NEWTON
MA
02458
0
0
1
0
0001672471
Jampel James M
300 WASHINGTON STREET
SUITE 308
NEWTON
MA
02458
0
0
1
0
Common Units
555273
I
See footnotes
Cash Settled Equity Swaps
Common Units
169000
I
See footnotes
The securities disclosed in this Form 3 may be deemed to be indirectly beneficially owned by HITE Hedge Asset Management LLC. The securities are directly held by HITE Hedge LP, HITE MLP LP, HITE Hedge QP LP and HITE MLP Advantage LP (collectively, the "HITE Funds"), for which HITE Hedge Asset Management LLC is the investment adviser. Mr. Jampel serves as Managing Member of HITE Hedge Asset Management LLC.
(Continued from footnote 1) Each of HITE Hedge Asset Management LLC and Mr. Jampel may be deemed to be the indirect beneficial owners of such Common Units held by the HITE Funds by virtue of their direct and indirect control of the HITE Funds.
(Continued from footnote 2) The Reporting Persons are filing this report because each of the Reporting Persons is a member of a Section 13(g) group with HITE Hedge Asset Management LLC as disclosed in a Schedule 13G filed on behalf of the Reporting Persons on April 18, 2016. As of April 18, 2016, the members of this Section 13(g) group collectively owned more than 10% of the Issuer's outstanding Common Units. Each Reporting Person disclaims beneficial ownership of the Common Units reported herein except to the extent of his or its pecuniary interest therein.
The number of Common Units reported herein does not include additional Common Units in an aggregate amount of at least 210,621 that HITE believes the Reporting Persons are entitled to receive pursuant to the terms of the Issuer's Amended and Restated Agreement of Limited Partnership, dated as of August 3, 2015. The Reporting Persons are in discussions with the Issuer about their entitlement to these Common Units.
Two funds for which HITE serves as investment adviser are party to cash-settled equity swap agreements with a dealer, referencing a portfolio of securities that includes a notional 169,000 Common Units (the "Equity Swaps"). The Equity Swaps do not provide for a pre-determined expiration date. At the end of each calendar month, each such fund is obligated to pay to the dealer any net decrease in the market price of a portfolio of securities (which includes the notional Common Units noted above), and (ii) the dealer will be obligated to pay to each such fund any net increase in the market price of such portfolio of securities. In addition, each fund will pay to the dealer certain agreed upon periodic financing charges. The dealer will pay to each fund the equivalent of any dividends paid to the beneficial owners of the referenced securities during the term of the swap agreements. The Equity Swaps may be settled only in cash and do not give the Reporting Persons direct or indirect voting,
HITE Hedge Asset Management LLC, By: /s/ James M. Jampel, Managing Member
2016-04-18
HITE Hedge LP, By: HITE Hedge Capital LP, its General Partner, By: HITE Hedge Capital LLC, its General Partner, By: /s/ James M. Jampel, Manager
2016-04-18
HITE MLP LP, By: HITE Hedge Capital LP, its General Partner, By: HITE Hedge Capital LLC, its General Partner, By: /s/ James M. Jampel, Manager
2016-04-18
HITE Hedge QP LP, By: HITE Hedge Capital LP, its General Partner, By: HITE Hedge Capital LLC, its General Partner, By: /s/ James M. Jampel, Manager
2016-04-18
HITE MLP Advantage LP, By: HITE Hedge Capital LP, its General Partner, By: HITE Hedge Capital LLC, its General Partner, By: /s/ James M. Jampel, Manager
2016-04-18
/s/ James M. Jampel
2016-04-18