SEC Form 4 · accession 0000899243-16-011718
Crestwood Equity Partners LP · CEQP
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
William E Macaulay
Director · 10% Owner
First Reserve GP XI, Inc.
Director · 10% Owner
First Reserve GP XI, L.P.
Director · 10% Owner
FR Midstream Holdings LLC
Director · 10% Owner
Crestwood Holdings Partners, LLC
Director · 10% Owner
Crestwood Holdings II LLC
Director · 10% Owner
FR XI CMP Holdings LLC
Director · 10% Owner
Period of report
Jan 12, 2016
Accepted (ET)
Jan 14, 2016 · 7:26 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001136352
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common UnitsF7,F1,F5,F6 | Jan 12, 2016 | P | 170,125 | $15.01 | A | 4,912,752 | I | See footnotes |
| Common UnitsF8,F1,F5,F6 | Jan 12, 2016 | P | 39,002 | $15.87 | A | 4,951,754 | I | See footnotes |
| Common UnitsF9,F1,F5,F6 | Jan 12, 2016 | P | 8,138 | $16.68 | A | 4,959,892 | I | See footnotes |
| Common UnitsF10,F1,F5,F6 | Jan 13, 2016 | P | 18,550 | $16.13 | A | 4,978,442 | I | See footnotes |
| Common UnitsF11,F1,F5,F6 | Jan 13, 2016 | P | 5,900 | $16.64 | A | 4,984,342 | I | See footnotes |
| Common UnitsF2,F5,F6 | holding | — | — | — | 9,985,462 | I | See footnotes | |
| Common UnitsF3,F5,F6 | holding | — | — | — | 686,695 | I | See footnotes | |
| Common UnitsF4,F5,F6 | holding | — | — | — | 613,115 | I | See footnotes |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Reflects common units of the Issuer (the "Common Units") held directly by FR Crestwood Management Co-Investment LLC (f/k/a Crestwood Holdings II LLC) ("FRCM Co-Investment").
- F10The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions ranging from $15.54 to $16.47, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth above.
- F11The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions ranging from $16.55 to $16.69, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth above.
- F2Reflects Common Units held directly by Crestwood Gas Services Holdings LLC ("Gas Services Holdings").
- F3Reflects Common Units held directly by Crestwood Holdings LLC ("Crestwood Holdings").
- F4Reflects Common Units held directly by KA First Reserve, LLC ("KA First Reserve"). FR Midstream Holdings LLC ("FR Midstream Holdings") owns a majority of the membership interests in KA First Reserve and controls the board of managers of KA First Reserve.
- F5Gas Services Holdings' sole member is Crestwood Holdings, whose sole member is FRCM Co-Investment, whose controlling member is Crestwood Holdings Partners, LLC, whose controlling member is FR XI CMP Holdings LLC, whose sole member is FR Midstream Holdings, whose manager is First Reserve GP XI, L.P., whose general partner is First Reserve GP XI, Inc. ("FR GP Inc."). William E. Macaulay is a director of FR GP Inc. and has the right to appoint a majority of the board of directors of FR GP Inc.
- F6Does not include 438,789 Subordinated Units. The Subordinated Units may be converted into Common Units on a one-for-one basis upon the termination of the subordination period as set forth in the Issuer Partnership Agreement.
- F7The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions ranging from $14.49 to $15.48, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth above.
- F8The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions ranging from $15.49 to $16.48, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth above.
- F9The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions ranging from $16.50 to $16.84, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth above.
Remarks
The Reporting Persons disclaim beneficial ownership of the securities reported on this Form 4 except to the extent of their pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of these securities for purposes of Section 16 of the Securities Exchange Act of 1934 or for any other purpose.