0000902584-17-000011.txt : 20170213 0000902584-17-000011.hdr.sgml : 20170213 20170213170644 ACCESSION NUMBER: 0000902584-17-000011 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20170213 DATE AS OF CHANGE: 20170213 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Teekay Offshore Partners L.P. CENTRAL INDEX KEY: 0001382298 STANDARD INDUSTRIAL CLASSIFICATION: WATER TRANSPORTATION [4400] IRS NUMBER: 980512555 STATE OF INCORPORATION: 1T FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-82284 FILM NUMBER: 17600480 BUSINESS ADDRESS: STREET 1: 4TH FLOOR, BELVEDERE BUILDING STREET 2: 69 PITTS BAY ROAD CITY: HAMILTON STATE: D0 ZIP: HM 08 BUSINESS PHONE: (441) 298-2530 MAIL ADDRESS: STREET 1: SUITE NO. 1778, PAR-LA-VILLE ROAD CITY: HAMILTON STATE: D0 ZIP: HM 11 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: ADVISORY RESEARCH INC CENTRAL INDEX KEY: 0000902584 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] IRS NUMBER: 362831881 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 180 N. STETSON STREET STREET 2: STE 5500 CITY: CHICAGO STATE: IL ZIP: 60601 BUSINESS PHONE: 3125651414 MAIL ADDRESS: STREET 1: 180 N. STETSON STREET STREET 2: SUITE 5500 CITY: CHICAGO STATE: IL ZIP: 60601 SC 13G/A 1 too13ga2.txt ARI TOO UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities and Exchange Act of 1934 (Amendment No. 2)* Teekay Offshore Partners L.P. ------------------------------------------------------------------ (Name of Issuer) Common Units Representing Limited Partner Interests ------------------------------------------------------------------ (Title of Class of Securities) Y8565J101 ------------------------------------------------------------------ (CUSIP Number) December 31, 2016 ------------------------------------------------------------------ (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [X] Rule 13d-1 (b) [ ] Rule 13d-1 (c) [ ] 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. Y8565J101 13G 1 Name of Reporting Person Advisory Research Inc. ------------------------------------------------------------------ 2 Check the Appropriate Box if a Member of a Group (a) [ ] (b) [ ] ------------------------------------------------------------------ 3 SEC Use Only ------------------------------------------------------------------ 4 Citizenship or Place of Organization Delaware ------------------------------------------------------------------ Number of Sole Voting Power 5 18,511,813 Shares ----------------------------------------------- Beneficially 6 Shared Voting Power Owned By 0 ----------------------------------------------- Each 7 Sole Dispositive Power Reporting 18,539,198 ----------------------------------------------- Person 8 Shared Dispositive Power With 0 ------------------------------------------------------------------ 9 Aggregate Amount Beneficially Owned by Each Reporting Person 18,539,198 ------------------------------------------------------------------ 10 Check if the Aggregate Amount in Row (9) Excludes Certain Shares [ ] ------------------------------------------------------------------ 11 Percent of Class Represented by Amount in Row (9) 12.8% ------------------------------------------------------------------ 12 Type of Reporting Person IA ------------------------------------------------------------------ CUSIP NO. Y8565J101 13G 1 Name of Reporting Person: Piper Jaffray Companies ------------------------------------------------------------------ 2 Check the Appropriate Box if a Member of a Group (a) [ ] (b) [ ] ------------------------------------------------------------------ 3 SEC Use Only ------------------------------------------------------------------ 4 Citizenship or Place of Organization Delaware ------------------------------------------------------------------ Number of 5 Sole Voting Power Shares 0 ----------------------------------------------- Beneficially 6 Shared Voting Power Owned By 18,511,813 ----------------------------------------------- Each 7 Sole Dispositive Power Reporting 0 ----------------------------------------------- Person 8 Shared Dispositive Power With 18,539,198 ------------------------------------------------------------------ 9 Aggregate Amount Beneficially Owned by Each Reporting Person 18,539,198 ------------------------------------------------------------------ 10 Check if the Aggregate Amount in Row (9) Excludes Certain Shares [ ] ------------------------------------------------------------------ 11 Percent of Class Represented by Amount in Row (9) 12.8% ------------------------------------------------------------------ 12 Type of Reporting Person HC ------------------------------------------------------------------ Item 1 (a) Name of Issuer: Teekay Offshore Partners L.P. (b) Name of Issuer's Principal Executive Offices: 4th Floor, Belvedere Building 69 Pitts Bay Road Hamilton DO HM 08, Bermuda Item 2 (a) Person Filing: (i) Advisory Research, Inc. (ii) Piper Jaffray Companies (b) Address: (i) Advisory Research, Inc. 180 N. Stetson Ave., Suite 5500 Chicago, IL 60601 (ii) Piper Jaffray Companies 800 Nicollet Mall Suite 800 Minneapolis, MN 55402 (c) Citizenship: Advisory Research Inc. and Piper Jaffray Companies: Delaware (d) Title of Class of Securities: Common Units Representing Limited Partner Interests (e) CUSIP Number: Y8565J101 Item 3 If this statement is filed pursuant to sections 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: (i) Advisory Research, Inc. is an investment advisor in accordance with section 240.13d-1(b)(1)(ii)(E) (ii) Piper Jaffray Companies is a parent holding company or control person in accordance with section 240.13d-1(b)(1)(ii)(G) Item 4 Ownership (a) Amount Beneficially Owned: (i) Advisory Research, Inc.: 18,539,198 (ii) Piper Jaffray Companies: 18,539,198 (b) Percent of Class (i) Advisory Research, Inc.: 12.8% (ii) Piper Jaffray Companies: 12.8% (c) Number of shares as to which reporting person has: (1) Sole power to vote or direct vote: (i) Advisory Research, Inc.: 18,511,813 (ii) Piper Jaffray Companies: 0 (2) Shared power to vote or direct the vote: (i) Advisory Research, Inc.: 0 (ii) Piper Jaffray Companies: 18,511,813 (3) Sole power to dispose or to direct disposition of: (i) Advisory Research, Inc.: 18,539,198 (ii) Piper Jaffray Companies: 0 (4) Shared power to dispose or to direct the disposition of: (i) Advisory Research, Inc.: 0 (ii) Piper Jaffray Companies: 18,539,198 Item 5 Ownership of Five Percent or Less of a Class: If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following [ ] Not Applicable 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 if Members of the Group: Not Applicable Item 9 Notice of Dissolution of Group: Not Applicable Item 10 Certification By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. In accordance with Rule 13d-4 of the Securities Exchange Act of 1934, each of the persons filing this statement expressly disclaim the beneficial ownership of the securities covered by this statement and the filing of this report shall not be construed as an admission by such persons that they are the beneficial owners of such securities. SIGNATURES The undersigned certify, after reasonable inquiry and to the best knowledge and belief of the undersigned, that the information set forth in this Statement is true, complete and correct. The undersigned agree to the filing of this single Statement on Schedule 13G. Advisory Research, Inc. Date: February 13, 2017 By: /s/ Susan Steiner Name: Susan Steiner Title: Chief Compliance Officer Piper Jaffray Companies Date: February 13, 2017 By: /s/ Christopher D. Crawshaw Name: Christopher D. Crawshaw Title: Head of Asset Management Exhibit 1 WHEREAS, in accordance with Rule 13d-1(k)(1) under the Securities and Exchange Act of 1934 (the Act), only one joint Statement and any amendments thereto need to be filed whenever one or more persons are required to file such a Statement or any amendments thereto pursuant to Section 13(d) of the Act with respect to the same securities,provided that said persons agree in writing that such Statement or amendments thereto is filed on behalf of each of them; NOW, THEREFORE, the parties hereto agree as follows: Advisory Research, Inc. and Piper Jaffray Companies, do hereby agree, in accordance with Rule 13d-1(k)(1) under the Act, to file a Statement on Schedule 13G relating to their ownership of the Common Units representing Limited Partnership Interests in the Issuer, and do hereby further agree that said Statement on Schedule 13G shall be filed on behalf of each of them. Advisory Research, Inc. Date: February 13, 2017 By: /s/ Susan Steiner Name: Susan Steiner Title: Chief Compliance Officer Piper Jaffray Companies Date: February 13, 2017 By: /s/ Christopher D. Crawshaw Name: Christopher D. Crawshaw Title: Head of Asset Management