SEC Form 4 · accession 0001123292-17-001765
Blueknight Energy Partners, L.P. · BKEP
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Period of report
Dec 6, 2017
Accepted (ET)
Dec 8, 2017 · 6:46 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001392091
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common UnitsF1,F2 | Dec 6, 2017 | S | 17,540 | $5.10 | D | 3,068,638 | I | See Footnotes |
| Common UnitsF1,F2 | Dec 7, 2017 | S | 116,112 | $5.10 | D | 2,952,526 | I | See Footnotes |
| Common UnitsF1,F2 | Dec 8, 2017 | S | 7,300 | $5.10 | D | 2,945,226 | I | See Footnotes |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Series A Preferred UnitsF1,F2,F3 | $6.50 | Dec 6, 2017 | S | 2,084 | D | — | — | Common Units | 2,084 | 1,924,904 | I |
| Series A Preferred UnitsF1,F2,F3 | $6.50 | Dec 7, 2017 | S | 4,009 | D | — | — | Common Units | 4,009 | 1,920,895 | I |
| Series A Preferred UnitsF1,F2,F3 | $6.50 | Dec 8, 2017 | S | 1,516 | D | — | — | Common Units | 1,516 | 1,919,379 | I |
Explanation of responses
- F1This statement is jointly filed by and on behalf of each of MSD Partners, L.P ("MSD Partners") and MSD Torchlight Partners, L.P. ("MSD Torchlight"). MSD Torchlight is the record and direct beneficial owner of the securities covered by this statement. MSD Partners is the investment manager of, and may be deemed to beneficially own securities owned by, MSD Torchlight. MSD Partners (GP), LLC ("MSD GP") is the general partner of, and may be deemed to beneficially own securities owned by, MSD Partners. Each of Glenn R. Fuhrman, John C. Phelan and Marc R. Lisker is a manager of MSD GP and may be deemed to have or share voting and/or dispositive power over the securities beneficially owned by MSD GP. Each of Messrs. Fuhrman, Phelan and Lisker disclaims beneficial ownership of such securities except to the extent of any pecuniary interest therein.
- F2Each reporting person and each of Messrs. Fuhrman, Phelan and Lisker may be deemed to be a member of a group with respect to the issuer or securities of the issuer for purposes of Section 13(d) or 13(g) of the Securities Exchange Act of 1934, as amended (the "Act"). Each reporting person and each of Messrs. Fuhrman, Phelan and Lisker declares that neither the filing of this statement nor anything herein shall be construed as an admission that such person is, for the purposes of Section 13(d) or 13(g) of the Act or any other purpose, a member of a group with respect to the issuer or securities of the issuer.
- F3The Series A Preferred Units are convertible into Common Units at any time on a one-for-one basis and have no expiration date. The terms of the Series A Preferred Units are more fully described in the Fourth Amended and Restated Agreement of Limited Partnership of the Issuer, dated September 14, 2011, attached as Exhibit 3.1 to the Current Report on Form 8-K filed September 14, 2011 by the Issuer with the Securities and Exchange Commission.