0000905718-19-000100.txt : 20190204 0000905718-19-000100.hdr.sgml : 20190204 20190204162838 ACCESSION NUMBER: 0000905718-19-000100 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20190204 DATE AS OF CHANGE: 20190204 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Keane Group, Inc. CENTRAL INDEX KEY: 0001688476 STANDARD INDUSTRIAL CLASSIFICATION: OIL, GAS FIELD SERVICES, NBC [1389] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-90043 FILM NUMBER: 19564046 BUSINESS ADDRESS: STREET 1: 1800 POAST OAK BLVD STREET 2: SUITE 450 CITY: HOUSTON STATE: TX ZIP: 77056 BUSINESS PHONE: 713-960-0381 MAIL ADDRESS: STREET 1: 1800 POAST OAK BLVD STREET 2: SUITE 450 CITY: HOUSTON STATE: TX ZIP: 77056 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Keane Investor Holdings LLC CENTRAL INDEX KEY: 0001693206 IRS NUMBER: 352575174 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 2121 SAGE ROAD, SUITE 370 CITY: HOUSTON STATE: TX ZIP: 77056 BUSINESS PHONE: 713-960-0381 MAIL ADDRESS: STREET 1: 2121 SAGE ROAD, SUITE 370 CITY: HOUSTON STATE: TX ZIP: 77056 SC 13G 1 keane_sc13gdec312018.htm SC 13G

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 13G

 

 

Under the Securities Exchange Act of 1934

(Amendment No.    )*

 

 

KEANE GROUP, INC.

(Name of Issuer)

 

COMMON shares, $0.01 par value

(Title of Class of Securities)

 

48669A108

(CUSIP Number)

 

December 31, 2018

(Date of Event Which Requires Filing of this Statement)

 

 

Check the appropriate box to designate the rule pursuant to which this Schedule 13G is filed:

 

[   ]  Rule 13d-1(b)

[   ]  Rule 13d-1(c)

[X]  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.  48669A108
(1) Names of Reporting Persons.  
 

Keane Investor Holdings LLC

 
(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 Shares Beneficially Owned By Each Reporting Person With   (5) Sole Voting Power 51,668,175**    
(6) Shared Voting Power 0**  
(7) Sole Dispositive Power 51,668,175**  
(8) Shared Dispositive Power 0**  
     
                

 

(9) Aggregate Amount Beneficially Owned by Each Reporting Person 51,668,175**    
(10) Check if the Aggregate Amount  in Row  (9) Excludes Certain Shares (See Instructions)    [   ]
(11) Percent of Class Represented by Amount in Row (9) 49.6%*    
(12) Type of Reporting Person (See Instructions)   HC

  

** Based on the information set forth in the Prospectus Supplement filed by Keane Group, Inc. (the “Company”) with the Securities and Exchange Commission on January 11, 2019, there were 104,188,518 shares of common stock, par value $0.01 per share (the “Shares”), of the Company outstanding as of January 11, 2019. Keane Investor Holdings LLC, through one or more intermediate entities, possesses the sole power to vote and the sole power to direct the disposition of all securities of the Company beneficially owned by Keane Investor Holdings LLC. As a result, as of January 11, 2019, Keane Investor Holdings LLC is deemed to beneficially own 51,668,175 Shares, or 49.6% of the Shares deemed issued and outstanding pursuant to Rule 13d-3.

  

 

 
 

   


Item 1(a).  Name Of Issuer
 

Keane Group, Inc.

 

Item 1(b).  Address of Issuer’s Principal Executive Offices
 

2121 Sage Road, Suite 370

Houston, TX 77056

 

Item 2(a).  Name of Person Filing
 

Keane Investor Holdings LLC

Item 2(b).  Address of Principal Business Office or, if None, Residence
 

c/o Cerberus Capital Management, L.P.

875 Third Avenue

New York, New York 10022

 

Item 2(c).  Citizenship

Keane Investor Holdings LLC is a limited liability company organized under the laws of the State of Delaware.

Item 2(d).  Title of Class of Securities
    Common Shares, $0.01 par value per share.
Item 2(e).  CUSIP No.
    48669A108

 

Item 3.  If This Statement Is Filed Pursuant to Rules 13d-1(b) or 13d-2(b) or (c), Check Whether the Person Filing is a:  
  Not Applicable.  
Item 4.  Ownership:  
 

As reported in the cover pages to this report, the ownership information with respect to GCM is as follows:

 

    
  (a)     Amount Beneficially Owned: 51,668,175**    
  (b)    Percent of Class: 49.6%**    
  (c)     Number of Shares as to which such person has:      
  (i)     Sole power to vote or to direct the vote: 51,668,175**  
  (ii)     Shared power to vote or to direct the vote: 0**  
  (iii)     Sole power to dispose or to direct the disposition of: 51,668,175**  
  (iv)     Shared power to dispose or to direct the disposition of: 0**  
           

** Based on the information set forth in the Prospectus Supplement filed by Keane Group, Inc. (the “Company”) with the Securities and Exchange Commission on January 11, 2019, there were 104,188,518 shares of common stock, par value $0.01 per share (the “Shares”), of the Company outstanding as of January 11, 2019. Keane Investor Holdings LLC, through one or more intermediate entities, possesses the sole power to vote and the sole power to direct the disposition of all securities of the Company beneficially owned by Keane Investor Holdings LLC. As a result, as of January 11, 2019, Keane Investor Holdings LLC is deemed to beneficially own 51,668,175 Shares, or 49.6% of the Shares deemed issued and outstanding pursuant to Rule 13d-3.

   

 

  

Item 5.  Ownership of Five Percent or Less of a Class
  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 or Control Person
    Not Applicable.
Item 8.  Identification and Classification of 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 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.

  

 
 

  

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

  

  February 4, 2019  
       
       
       
    /s/ Scott Wille                                               
    Scott Wille  
    Authorized Person of Keane Investor Holdings LLC  
       
       
       
       

    

Attention: Intentional misstatements or omissions of fact constitute
Federal criminal violations (See 18 U.S.C. 1001)