0001562180-17-002286.txt : 20170616 0001562180-17-002286.hdr.sgml : 20170616 20170616163607 ACCESSION NUMBER: 0001562180-17-002286 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20170614 FILED AS OF DATE: 20170616 DATE AS OF CHANGE: 20170616 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: CSI Compressco LP CENTRAL INDEX KEY: 0001449488 STANDARD INDUSTRIAL CLASSIFICATION: OIL, GAS FIELD SERVICES, NBC [1389] IRS NUMBER: 943450907 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 24955 INTERSTATE 45 N CITY: THE WOODLANDS STATE: TX ZIP: 77380 BUSINESS PHONE: 281-367-1983 MAIL ADDRESS: STREET 1: 24955 INTERSTATE 45 N CITY: THE WOODLANDS STATE: TX ZIP: 77380 FORMER COMPANY: FORMER CONFORMED NAME: Compressco Partners, L.P. DATE OF NAME CHANGE: 20081104 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CSI Compressco GP Inc CENTRAL INDEX KEY: 0001520660 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35195 FILM NUMBER: 17916530 BUSINESS ADDRESS: STREET 1: 24955 INTERSTATE 45 N CITY: THE WOODLANDS STATE: TX ZIP: 77380 BUSINESS PHONE: 281-367-1983 MAIL ADDRESS: STREET 1: 24955 INTERSTATE 45 N CITY: THE WOODLANDS STATE: TX ZIP: 77380 FORMER NAME: FORMER CONFORMED NAME: Compressco Partners GP Inc DATE OF NAME CHANGE: 20110512 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: COMPRESSCO INC CENTRAL INDEX KEY: 0000904147 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-BUILDING MATERIALS, HARDWARE, GARDEN SUPPLY [5200] STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35195 FILM NUMBER: 17916531 BUSINESS ADDRESS: STREET 1: 24955 INTERSTATE 45 N CITY: THE WOODLANDS STATE: TX ZIP: 77380 BUSINESS PHONE: 281-367-1983 MAIL ADDRESS: STREET 1: 24955 INTERSTATE 45 N CITY: THE WOODLANDS STATE: TX ZIP: 77380 FORMER NAME: FORMER CONFORMED NAME: EMERGING ALPHA CORP DATE OF NAME CHANGE: 19930511 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Compressco Field Services, L.L.C. CENTRAL INDEX KEY: 0001522703 STATE OF INCORPORATION: OK FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35195 FILM NUMBER: 17916532 BUSINESS ADDRESS: STREET 1: 24955 INTERSTATE 45 N CITY: THE WOODLANDS STATE: TX ZIP: 77380 BUSINESS PHONE: 281-367-1983 MAIL ADDRESS: STREET 1: 24955 INTERSTATE 45 N CITY: THE WOODLANDS STATE: TX ZIP: 77380 FORMER NAME: FORMER CONFORMED NAME: Compressco Field Services Inc. DATE OF NAME CHANGE: 20110607 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: TETRA TECHNOLOGIES INC CENTRAL INDEX KEY: 0000844965 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35195 FILM NUMBER: 17916533 BUSINESS ADDRESS: STREET 1: 24955 INTERSTATE 45 NORTH CITY: THE WOODLANDS STATE: TX ZIP: 77380 BUSINESS PHONE: 2813671983 MAIL ADDRESS: STREET 1: 24955 INTERSTATE 45 NORTH CITY: THE WOODLANDS STATE: TX ZIP: 77380 4 1 primarydocument.xml PRIMARY DOCUMENT X0306 4 2017-06-14 false 0001449488 CSI Compressco LP CCLP 0000844965 TETRA TECHNOLOGIES INC 24955 INTERSTATE 45 NORTH THE WOODLANDS TX 77380 false false true true Director by Deputization (3) 0001522703 Compressco Field Services, L.L.C. 24955 INTERSTATE 45 N THE WOODLANDS TX 77380 false false true true Director by Deputization (3) 0000904147 COMPRESSCO INC 24955 INTERSTATE 45 N THE WOODLANDS TX 77380 false false true true Director by Deputization (3) 0001520660 CSI Compressco GP Inc 24955 INTERSTATE 45 N THE WOODLANDS TX 77380 false false true true Director by Deputization (3) Common Units representing limited partner interests 2017-06-14 4 D false 280257.00 A 14729609.00 I see footnotes The common units representing limited partner interests (the "Common Units") reported hereby were issued by CSI Compressco LP (the "Issuer") as consideration for the first quarter reimbursement of certain expenses (the "First Quarter Reimbursement") to TETRA Technologies, Inc. ("TTI") pursuant to that certain Omnibus Agreement, dated June 20, 2011, as amended on June 20, 2014, by and among TTI, CSI Compressco GP Inc.(the "General Partner") and the Issuer. The board of directors of the General Partner (the "Board") and a Conflicts Committee established by the Board (the "Conflicts Committee") approved the issuance of the Common Units equal in value to the amount of the First Quarter Reimbursement, instead of making a cash payment for such amount (the "Common Unit Issuance"). (cont.) The Conflicts Committee approved the Common Unit Issuance with such number of Common Units determined by the quotient of the First Quarter Reimbursement amount divided by (y) 98% of the arithmetic average of the volume weighted average trading price of the Common Units on each trading day during the twenty day trading period beginning on the third trading day after the Issuer filed its Quarterly Report on Form 10-Q for the quarter ended March 31, 2017 (the 'VWAP"); provided, however that (a) if the VWAP is less than $6.23, then (y) shall be equal to $6.23 and (b) if the VWAP is greater than $7.77, then (y) shall be equal to $7.77. Each of the reporting persons may be deemed a "director by deputization" of the Issuer by reason of the fact that all directors of the General Partner of the Issuer are designated by TTI. The Common Units reported hereby in connection with the Common Unit Issuance are owned directly by CSI Compressco Investment, LLC, a direct, wholly owned subsidiary of the General Partner, and may be deemed to be beneficially owned by (i) the General Partner, a direct, wholly owned subsidiary of Compressco Field Services, L.L.C. ("CFS") (ii) CFS, a direct, wholly owned subsidiary of Compressco, Inc. ("CI"), (iii) CI, a direct, wholly owned subsidiary of TTI and (iv) TTI. 1,476,087 of the reported Common Units are owned directly by TETRA International Incorporated, a direct, wholly owned subsidiary of TTI, and may be deemed to be beneficially owned by TTI. 11,225,140 of the Common Units are owned directly by the General Partner, and may be deemed beneficially owned by TTI. Bass C. Wallace, Jr., Sr. Vice President and General Counsel of TETRA Technologies, Inc., a Delaware corporation 2017-06-14 Bass C. Wallace, Jr., Attorney-in-fact for Compressco Field Services, L.L.C., an Oklahoma limited liability company 2017-06-14 Bass C. Wallace, Jr., Attorney-in-fact for Compressco, Inc., a Delaware corporation 2017-06-14 Bass C. Wallace, Jr., General Counsel, Assistant Secretary, Assistant Treasurer of CSI Compressco GP Inc., a Delaware corporation 2017-06-14