0001179110-17-004332.txt : 20170309
0001179110-17-004332.hdr.sgml : 20170309
20170309171001
ACCESSION NUMBER: 0001179110-17-004332
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20170308
FILED AS OF DATE: 20170309
DATE AS OF CHANGE: 20170309
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: JP Energy Partners LP
CENTRAL INDEX KEY: 0001523404
STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-PETROLEUM BULK STATIONS & TERMINALS [5171]
IRS NUMBER: 272504700
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 600 EAST LAS COLINAS BLVD.
STREET 2: SUITE 2000
CITY: IRVING
STATE: TX
ZIP: 75039
BUSINESS PHONE: 972-444-0300
MAIL ADDRESS:
STREET 1: 600 EAST LAS COLINAS BLVD.
STREET 2: SUITE 2000
CITY: IRVING
STATE: TX
ZIP: 75039
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Revers Daniel R
CENTRAL INDEX KEY: 0001405456
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36647
FILM NUMBER: 17679302
MAIL ADDRESS:
STREET 1: C/O ARCLIGHT CAPITAL PARTNERS, LLC
STREET 2: 200 CLARENDON ST., 55TH FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02117
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: ARCLIGHT ENERGY PARTNERS FUND V, L.P.
CENTRAL INDEX KEY: 0001502553
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36647
FILM NUMBER: 17679303
BUSINESS ADDRESS:
STREET 1: 200 CLARENDON STREET, 55TH FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02117
BUSINESS PHONE: 6175316300
MAIL ADDRESS:
STREET 1: 200 CLARENDON STREET, 55TH FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02117
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: ArcLight Capital Holdings, LLC
CENTRAL INDEX KEY: 0001441290
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36647
FILM NUMBER: 17679304
BUSINESS ADDRESS:
STREET 1: 200 CLARENDON STREET
STREET 2: 55TH FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02117
BUSINESS PHONE: 617-531-6300
MAIL ADDRESS:
STREET 1: 200 CLARENDON STREET
STREET 2: 55TH FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02117
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: ArcLight Capital Partners, LLC
CENTRAL INDEX KEY: 0001502945
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36647
FILM NUMBER: 17679305
BUSINESS ADDRESS:
STREET 1: 200 CLARENDON STREET, 55TH FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02117
BUSINESS PHONE: 6175316300
MAIL ADDRESS:
STREET 1: 200 CLARENDON STREET, 55TH FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02117
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Magnolia Infrastructure Holdings, LLC
CENTRAL INDEX KEY: 0001673060
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36647
FILM NUMBER: 17679306
BUSINESS ADDRESS:
STREET 1: 200 CLARENDON ST., 55TH FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02116
BUSINESS PHONE: 617-531-6300
MAIL ADDRESS:
STREET 1: 200 CLARENDON ST., 55TH FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02116
4
1
edgar.xml
FORM 4 -
X0306
4
2017-03-08
1
0001523404
JP Energy Partners LP
JPEP
0001673060
Magnolia Infrastructure Holdings, LLC
200 CLARENDON STREET
BOSTON
MA
02117
1
0
1
1
See Footnotes 2 and 3
0001502945
ArcLight Capital Partners, LLC
200 CLARENDON STREET
55TH FLOOR
BOSTON
MA
02117
0
0
1
0
0001441290
ArcLight Capital Holdings, LLC
200 CLARENDON STREET
55TH FLOOR
BOSTON
MA
02117
0
0
1
0
0001502553
ARCLIGHT ENERGY PARTNERS FUND V, L.P.
200 CLARENDON STREET
55TH FLOOR
BOSTON
MA
02117
0
0
1
0
0001405456
Revers Daniel R
200 CLARENDON STREET
55TH FLOOR
BOSTON
MA
02116
1
0
0
0
COMMON UNITS (LIMITED PARTNER INTERESTS)
2017-03-08
4
D
0
3674187
D
0
D
SUBORDINATED UNITS (LIMITED PARTNER INTERESTS)
2017-03-08
4
D
0
14992654
D
Common Units
14992654
0
D
Converted into common units of American Midstream Partners, LP ("AMID") in connection with the merger of the issuer into a wholly-owned subsidiary of AMID effective on March 8, 2017 (the "Merger"). On March 7, 2017, the last trading day of the issuer's common units, the closing price of issuer common units was $9.44 per unit and the closing price of AMID's common units was $16.45 per unit. Each issuer common unit outstanding held by the reporting person was converted into 0.5225 AMID common units at the effective time of the Merger.
This Form 4 is filed jointly by Magnolia Infrastructure Holdings, LLC ("Magnolia", as successor by merger to AL Lonestar, LLC, as successor by merger to Lonestar Midstream Holdings, LLC), ArcLight Capital Partners, LLC ("ArcLight Partners"), ArcLight Capital Holdings, LLC ("ArcLight Holdings"), ArcLight Energy Partners Fund V, L.P. ("ArcLight Fund V" and together with ArcLight Partners and ArcLight Holdings, the "ArcLight Entities") and Daniel R. Revers. Prior to the closing of the Merger, Magnolia owned 100% of the interests in JP Energy GP II LLC, the issuer's general partner (the "General Partner"), and was deemed to indirectly beneficially own the securities held by the General Partner, but disclaimed beneficial ownership except to the extent of its pecuniary interest therein. (Continued in Footnote 3)
(Continued from Footnote 2) The General Partner holds a non-economic general partner interest in the issuer. Prior to the closing of the Merger, ArcLight Fund V owned and controlled, through one of its wholly owned subsidiaries, Magnolia, and therefore may have been deemed to indirectly beneficially own the securities held directly and indirectly by Magnolia. Mr. Revers is a director of the General Partner and is managing partner of ArcLight Partners. ArcLight Partners is the investment manager of, and ArcLight Holdings is the managing partner of the general partner of, ArcLight Fund V. Due to certain voting rights granted to Mr. Revers as a member of ArcLight Partners' investment committee, he may be deemed to indirectly beneficially own the units held by Magnolia. Each of the ArcLight Entities and Mr. Revers disclaims beneficial ownership of the securities held directly or indirectly by Magnolia except to the extent of their respective pecuniary interests therein.
Each subordinated unit is the economic equivalent of one common unit. Each subordinated unit outstanding held by the reporting person was converted into the right to receive 0.5225 AMID common units at the effective time of the Merger.
/s/ Daniel R. Revers, Magnolia Infrastructure Holdings, LLC, By: Arclight Energy Partners Fund V, LP, its managing member, By: ArcLight PEF GP V, its general partner, By: Arclight Capital Holdings, its manager, By: Daniel R. Revers, Managing Partner
2017-03-09
/s/ Daniel R. Revers, Arclight Capital Partners, LLC, By: Daniel R. Revers, Managing Partner
2017-03-09
/s/ Daniel R. Revers, Arclight Capital Holdings, LLC, By: Daniel R. Revers, Managing Partner
2017-03-09
/s/ Daniel R. Revers, Arclight Energy Partners Fund V, LP, By: ArcLight PEF GP V, its general partner, By: Arclight Capital Holdings, its manager, By: Daniel R. Revers, Managing Partner
2017-03-09
/s/ Daniel R. Revers
2017-03-09