0001140361-16-080811.txt : 20160927 0001140361-16-080811.hdr.sgml : 20160927 20160927160205 ACCESSION NUMBER: 0001140361-16-080811 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20091124 FILED AS OF DATE: 20160927 DATE AS OF CHANGE: 20160927 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Blueknight Energy Partners, L.P. CENTRAL INDEX KEY: 0001392091 STANDARD INDUSTRIAL CLASSIFICATION: PIPE LINES (NO NATURAL GAS) [4610] IRS NUMBER: 208536826 STATE OF INCORPORATION: DE FISCAL YEAR END: 0914 BUSINESS ADDRESS: STREET 1: 201 NW 10TH, SUITE 200 CITY: OKLAHOMA CITY STATE: OK ZIP: 73103 BUSINESS PHONE: (405) 278-6400 MAIL ADDRESS: STREET 1: 201 NW 10TH, SUITE 200 CITY: OKLAHOMA CITY STATE: OK ZIP: 73103 FORMER COMPANY: FORMER CONFORMED NAME: SemGroup Energy Partners, L.P. DATE OF NAME CHANGE: 20070305 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Vitol Holding II S.A. CENTRAL INDEX KEY: 0001684862 STATE OF INCORPORATION: N4 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33503 FILM NUMBER: 161904472 BUSINESS ADDRESS: STREET 1: 5 RUE GOETHE CITY: 1637 LUXEMBOURG STATE: N4 ZIP: 00000 BUSINESS PHONE: 442079734209 MAIL ADDRESS: STREET 1: 5 RUE GOETHE CITY: 1637 LUXEMBOURG STATE: N4 ZIP: 00000 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Vitol Holding B.V. CENTRAL INDEX KEY: 0001546531 STATE OF INCORPORATION: P7 FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33503 FILM NUMBER: 161904473 BUSINESS ADDRESS: STREET 1: K.P. VAN DER MANDELELAAN 130 CITY: ROTTERDAM STATE: P7 ZIP: 3062MB BUSINESS PHONE: 0104987200 MAIL ADDRESS: STREET 1: POSTBUS 1546 CITY: ROTTERDAM STATE: P7 ZIP: 3000BM REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Vitol Refining Group B.V. CENTRAL INDEX KEY: 0001684640 STATE OF INCORPORATION: P7 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33503 FILM NUMBER: 161904474 BUSINESS ADDRESS: STREET 1: K.P. VAN DER MANDELELAAN 130 CITY: 3062 MB ROTTERDAM STATE: P7 ZIP: 00000 BUSINESS PHONE: 31104987200 MAIL ADDRESS: STREET 1: K.P. VAN DER MANDELELAAN 130 CITY: 3062 MB ROTTERDAM STATE: P7 ZIP: 00000 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Blueknight Energy Holding, Inc. CENTRAL INDEX KEY: 0001684386 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33503 FILM NUMBER: 161904475 BUSINESS ADDRESS: STREET 1: 2925 RICHMOND AVENUE STREET 2: 11TH FLOOR CITY: HOUSTON STATE: TX ZIP: 77098 BUSINESS PHONE: 7132301000 MAIL ADDRESS: STREET 1: 2925 RICHMOND AVENUE STREET 2: 11TH FLOOR CITY: HOUSTON STATE: TX ZIP: 77098 3 1 doc1.xml FORM 3 X0206 3 2009-11-24 0 0001392091 Blueknight Energy Partners, L.P. BKEP 0001684386 Blueknight Energy Holding, Inc. 2925 RICHMOND AVENUE, 11TH FLOOR HOUSTON TX 77098 0 0 1 1 Director by Deputization 0001684640 Vitol Refining Group B.V. 2925 RICHMOND AVENUE, 11TH FLOOR HOUSTON TX 77098 0 0 1 1 Director by Deputization 0001546531 Vitol Holding B.V. 2925 RICHMOND AVENUE, 11TH FLOOR HOUSTON TX 77098 0 0 1 1 Director by Deputization 0001684862 Vitol Holding II S.A. 2925 RICHMOND AVENUE, 11TH FLOOR HOUSTON TX 77098 0 0 1 1 Director by Deputization Subordinated Units Common Units 12570504 D As of November 24, 2009, the Subordinated Units had no expiration date and were convertible on a one-for-one basis into Common Units representing limited partner interests of Blueknight Energy Partners, L.P. (the "Issuer") at the end of the subordination period, as set forth in the Issuer's First Amended and Restated Agreement of Limited Partnership, dated as of July 20, 2007, filed with the Securities and Exchange Commission as Exhibit 3.1 to the Issuer's Current Report on Form 8-K, filed on July 25, 2007. Because the subordinated units were acquired in connection with a transaction having the purpose or effect of changing or influencing the control of the Issuer, Blueknight Energy Holding, Inc. ("Vitol Holding") may be deemed to have been the beneficial owner of the Common Units which would have been issuable upon conversion of the subordinated units pursuant to Rule 13d-3(d)(1)(i) of the Exchange Act. As of November 24, 2009, these securities were owned directly by Vitol Holding. This form is jointly filed by Vitol Holding, Vitol Refining Group B.V. ("Refining"), Vitol Holding B.V. ("Holding"), and Vitol Holding II, S.A. ("Holding II"). Vitol Holding is wholly owned by Refining, which is wholly owned by Holding, which is wholly owned by Holding II. Accordingly, each of Vitol Holding, Refining, Holding and Holding II may be deemed to share voting and dispositive power over the reported securities, and as a result may also be deemed to be the beneficial owners of these securities. Each of Refining, Holding and Holding II disclaims beneficial ownership of these securities except to the extent of its pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of Refining, Holding and Holding II states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. As the sole member of Blueknight Energy Partners G.P., L.L.C. ("GP"), the General Partner of the Issuer, as of November 24, 2009, Vitol Holding had the right to appoint all of the members of the board of directors of the GP. Therefore, Vitol Holding may be deemed a director by deputization. /s/ Miguel A. Loya, Miguel A. Loya, President of Blueknight Energy Holding, Inc. 2016-09-27 /s/ Guy Richard Skern, Guy Richard Skern, Managing Director of Vitol Refining Group B.V. 2016-09-27 /s/ William Dennis Laneville, William Dennis Laneville, Managing Director of Vitol Holding B.V. 2016-09-27 /s/ Guy Richard Skern, Guy Richard Skern, Managing Director of Vitol Holding B.V. 2016-09-27 /s/ Jonathan Marsh, Jonathan Marsh, Director of Vitol Holding II, S.A. 2016-09-27