0000898432-19-000989.txt : 20190709 0000898432-19-000989.hdr.sgml : 20190709 20190709191252 ACCESSION NUMBER: 0000898432-19-000989 CONFORMED SUBMISSION TYPE: 4/A PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20190628 FILED AS OF DATE: 20190709 DATE AS OF CHANGE: 20190709 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Jampel James M CENTRAL INDEX KEY: 0001672471 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-38158 FILM NUMBER: 19947982 MAIL ADDRESS: STREET 1: 300 CROWN COLONY DR STREET 2: SUITE 108 CITY: QUINCY STATE: MA ZIP: 02169 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: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-38158 FILM NUMBER: 19947983 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: HITE HEDGE OFFSHORE, LTD. CENTRAL INDEX KEY: 0001375511 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-38158 FILM NUMBER: 19947984 BUSINESS ADDRESS: STREET 1: C/O WALKERS SPV LIMITED STREET 2: P.O. BOX 908 GT CITY: GEORGE TOWN, GRAND CAYMAN STATE: E9 ZIP: KY1-9005 BUSINESS PHONE: 345-945-3727 MAIL ADDRESS: STREET 1: C/O WALKERS SPV LIMITED STREET 2: P.O. BOX 908 GT CITY: GEORGE TOWN, GRAND CAYMAN STATE: E9 ZIP: KY1-9005 FORMER NAME: FORMER CONFORMED NAME: HITE HEDGE OFFSHORE LTD DATE OF NAME CHANGE: 20060914 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: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-38158 FILM NUMBER: 19947985 BUSINESS ADDRESS: STREET 1: 300 CROWN COLONY DR STREET 2: SUITE 308 CITY: QUINCY STATE: MA ZIP: 02169 BUSINESS PHONE: 617-431-4360 MAIL ADDRESS: STREET 1: 300 CROWN COLONY DR STREET 2: SUITE 308 CITY: QUINCY STATE: MA ZIP: 02169 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HITE MLP Caymans Ltd. CENTRAL INDEX KEY: 0001520872 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-38158 FILM NUMBER: 19947986 BUSINESS ADDRESS: STREET 1: 300 WASHINGTON STREET STREET 2: SUITE 308 CITY: NEWTON STATE: MA ZIP: 02458 BUSINESS PHONE: 345-945-3727 MAIL ADDRESS: STREET 1: C/O WALKERS SPV LIMITED STREET 2: WALKER HOUSE, 87 MARY STREET CITY: GEORGE TOWN STATE: E9 ZIP: KY1-9001 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: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-38158 FILM NUMBER: 19947987 BUSINESS ADDRESS: STREET 1: 300 CROWN COLONY DR STREET 2: SUITE 108 CITY: QUINCY STATE: MA ZIP: 02169 BUSINESS PHONE: 6179285523 MAIL ADDRESS: STREET 1: 300 CROWN COLONY DR STREET 2: SUITE 108 CITY: QUINCY STATE: MA ZIP: 02169 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HITE Energy LP CENTRAL INDEX KEY: 0001757082 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-38158 FILM NUMBER: 19947988 BUSINESS ADDRESS: STREET 1: 300 CROWN COLONY, SUITE 108 CITY: QUINCY STATE: MA ZIP: 02169 BUSINESS PHONE: 617-431-4360 MAIL ADDRESS: STREET 1: 300 CROWN COLONY, SUITE 108 CITY: QUINCY STATE: MA ZIP: 02169 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: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-38158 FILM NUMBER: 19947989 BUSINESS ADDRESS: STREET 1: 300 CROWN COLONY DR STREET 2: SUITE 108 CITY: QUINCY STATE: MA ZIP: 02169 BUSINESS PHONE: 617-928-5523 MAIL ADDRESS: STREET 1: 300 CROWN COLONY DR STREET 2: SUITE 108 CITY: QUINCY STATE: MA ZIP: 02169 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Falcon Minerals Corp CENTRAL INDEX KEY: 0001703785 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 820820780 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1845 WALNUT STREET, 10TH FLOOR CITY: PHILADELPHIA STATE: PA ZIP: 19103 BUSINESS PHONE: 215-832-4161 MAIL ADDRESS: STREET 1: 1845 WALNUT STREET, 10TH FLOOR CITY: PHILADELPHIA STATE: PA ZIP: 19103 FORMER COMPANY: FORMER CONFORMED NAME: Osprey Energy Acquisition Corp DATE OF NAME CHANGE: 20170413 4/A 1 form4.xml X0306 4/A 2019-06-28 2019-07-03 0001703785 Falcon Minerals Corp FLMN 0001568939 HITE Hedge Asset Management LLC 300 CROWN COLONY DR SUITE 108 QUINCY MA 02169 true 0001757082 HITE Energy LP 300 CROWN COLONY DR SUITE 108 QUINCY MA 02169 true 0001496278 HITE Hedge LP 300 CROWN COLONY DR SUITE 108 QUINCY MA 02169 true 0001520872 HITE MLP Caymans Ltd. 300 CROWN COLONY DR SUITE 108 QUINCY MA 02169 true 0001519590 HITE MLP LP 300 CROWN COLONY DR SUITE 108 QUINCY MA 02169 true 0001375511 HITE HEDGE OFFSHORE, LTD. 300 CROWN COLONY DR SUITE 108 QUINCY MA 02169 true 0001617140 HITE Hedge QP LP 300 CROWN COLONY DR SUITE 108 QUINCY MA 02169 true 0001672471 Jampel James M 300 CROWN COLONY DR SUITE 108 QUINCY MA 02169 true Class A Common Stock 2019-06-28 4 S 0 52944 8.4 D 180425 D This Form 4 amendment is filed solely to attach a Power of Attorney exhibit and does not amend any of the line items from the originally filed Form 4. This line item, which reports information with respect to a sale of shares by HITE Energy LP and that was initially reported on the originally filed Form 4, is being re-reported for the sole purpose of gaining access to the filing system. HITE Hedge Asset Management LLC may be deemed the indirect beneficial owner of these shares as a result of its role as investment adviser to the seller. James M. Jampel may be deemed the indirect beneficial owner of these shares as a result of his serving as Managing Member of HITE Hedge Asset Management LLC. After giving effect to all of the sales reflected in the Form 4 being amended hereby, each of HITE Hedge Asset Management LLC and Mr. Jampel may be deemed the indirect beneficial owner of a total of 5,896,033 shares of Class A Common Stock. Mr. Jampel disclaims beneficial ownership of the shares reported except to the extent of his pecuniary interest therein. Power of Attorney is attached hereto as Exhibit 24. A portion of the shares of Class A Common Stock that were sold on June 28, 2019 by the reporting persons and reported in the originally filed Form 4 were, under Section 16(b) of the Securities Exchange Act of 1934, matchable with purchases made by the reporting persons during the preceding six months. The reporting persons have undertaken to voluntarily disgorge to the issuer the Section 16(b) profit that resulted from such matchable transactions. HITE Hedge Asset Management LLC, By: /s/ James M. Jampel, Managing Member 2019-07-09 HITE Energy LP, By: HITE Hedge Capital LP, its General Partner, By: HITE Hedge Capital LLC, its General Partner, By: /s/ James M. Jampel, Manager 2019-07-09 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 2019-07-09 HITE MLP Caymans Ltd., By: HITE Hedge Capital LP, its General Partner, By: HITE Hedge Capital LLC, its General Partner, By: /s/ James M. Jampel, Manager 2019-07-09 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 2019-07-09 HITE Hedge Offshore, Ltd., By: HITE Hedge Capital LP, its General Partner, By: HITE Hedge Capital LLC, its General Partner, By: /s/ James M. Jampel, Manager 2019-07-09 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 2019-07-09 /s James M. Jampel 2019-07-09 EX-24 2 poa.htm

POWER OF ATTORNEY

(For Executing Form ID, Schedules 13D and 13G and Forms 3, 4 and 5)

Know all by these present, that the undersigned hereby constitutes and appoints James E. Conant of HITE Hedge Asset Management LLC, signing singly, with full power of substitution, the undersigned’s true and lawful attorney‑in‑fact to:

(1)            Prepare, execute in the undersigned’s name and on the undersigned’s behalf, and submit to the Securities and Exchange Commission (the “SEC”) a Form ID, Uniform Application for Access Codes to File on EDGAR, including amendments thereto, and any other documents necessary or appropriate to obtain codes and passwords enabling the undersigned to make electronic filings with the SEC of reports required by Section 13 and Section 16(a) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or any rule or regulation thereunder;

(2)            Prepare, execute in the undersigned’s name and on the undersigned’s behalf, and submit to the SEC any Schedules 13D and 13G and any Forms 3, 4 and 5 (including amendments thereto and joint filing agreements in connection therewith) in accordance with Section 13 and Section 16(a) of the Exchange Act and the rules thereunder in the undersigned’s capacity as a beneficial owner of securities held by HITE Hedge Asset Management LLC (the “Company”);

(3)            Do and perform any and all acts for and on behalf of the undersigned that may be necessary or desirable to prepare and execute any such Schedule 13D or 13G and any such Form 3, 4 or 5 (including amendments thereto and joint filing agreements in connection therewith) and file such forms with the SEC and any stock exchange, self-regulatory association or any similar authority; and

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

The undersigned hereby grants to such attorney‑in‑fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or 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, and their substitutes, in serving in such capacity at the request of the undersigned, are not assuming (nor is the Company assuming) any of the undersigned’s responsibilities to comply with Section 13 and Section 16 of the Exchange Act.

This Power of Attorney shall remain in full force and effect until revoked by the undersigned in a signed writing delivered to the Company and the undersigned.

In Witness Whereof, the undersigned has caused this Power of Attorney to be executed as of the date written below.


Date:          July 9, 2019

 
By:
/s/ James M. Jampel
  
Name:
James M. Jampel