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