SEC Form 4 · accession 0000899243-17-001762
CVR PARTNERS, LP · UAN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
GSO Special Situations Fund LP
10% Owner
GSO CAPITAL PARTNERS LP
10% Owner
J Albert Smith III
10% Owner
Bennett J Goodman
10% Owner
GSO Coastline Credit Partners LP
10% Owner
GSO SSOMF Nitro Blocker LLC
10% Owner
Period of report
Jan 19, 2017
Accepted (ET)
Jan 23, 2017 · 6:01 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001425292
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Units representing Limited Partner InterestsF1,F10,F11,F12,F13,F14 | Jan 19, 2017 | S | 29,254 | $6.2715 | D | 4,274,653 | I | See Footnotes |
| Common Units representing Limited Partner InterestsF2,F10,F11,F12,F13,F14 | Jan 19, 2017 | S | 21,328 | $6.2715 | D | 3,116,439 | I | See Footnotes |
| Common Units representing Limited Partner InterestsF3,F10,F11,F12,F13,F14 | Jan 19, 2017 | S | 3,819 | $6.2715 | D | 558,124 | I | See Footnotes |
| Common Units representing Limited Partner InterestsF1,F10,F11,F12,F13,F14 | Jan 20, 2017 | S | 78,295 | $6.4026 | D | 4,196,358 | I | See Footnotes |
| Common Units representing Limited Partner InterestsF2,F10,F11,F12,F13,F14 | Jan 20, 2017 | S | 57,081 | $6.4026 | D | 3,059,358 | I | See Footnotes |
| Common Units representing Limited Partner InterestsF3,F10,F11,F12,F13,F14 | Jan 20, 2017 | S | 10,223 | $6.4026 | D | 547,901 | I | See Footnotes |
| Common Units representing Limited Partner InterestsF4,F10,F11,F12,F13,F14 | holding | — | — | — | 1,609,706 | I | See Footnotes | |
| Common Units representing Limited Partner InterestsF5,F10,F11,F12,F13,F14 | holding | — | — | — | 625,348 | I | See Footnotes | |
| Common Units representing Limited Partner InterestsF6,F10,F11,F12,F13,F14 | holding | — | — | — | 2,115,513 | I | See Footnotes | |
| Common Units representing Limited Partner InterestsF7,F9,F11,F12,F13,F14 | holding | — | — | — | 1,133,335 | I | See Footnotes | |
| Common Units representing Limited Partner InterestsF8,F9,F11,F12,F13,F14 | holding | — | — | — | 2,625,237 | I | See Footnotes |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Reflects securities directly held by GSO Special Situations Fund LP.
- F10GSO Capital Partners LP serves as the investment manager or advisor of each of GSO Cactus Credit Opportunities Fund LP, Steamboat Credit Opportunities Intermediate Fund LP, GSO Coastline Credit Partners LP, GSO Aiguille des Grands Montets Fund II LP, GSO Special Situations Fund LP and GSO Special Situations Overseas Master Fund Ltd. GSO Advisor Holdings L.L.C. is the special limited partner of GSO Capital Partners LP with investment and voting power over the securities beneficially owned by GSO Capital Partners LP. Blackstone Holdings I L.P. is the sole member of GSO Advisor Holdings L.L.C.
- F11Blackstone Holdings I/II GP Inc. is the general partner of each of Blackstone Holdings I L.P. and Blackstone Holdings II L.P. The Blackstone Group L.P. is the controlling shareholder of Blackstone Holdings I/II GP Inc. Blackstone Group Management L.L.C. is the general partner of The Blackstone Group L.P. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.
- F12In addition, each of Bennett J. Goodman and J. Albert Smith III may be deemed to have shared voting power and/or investment power with respect to the securities held by the GSO Funds.
- F13Due to the limitations of the electronic filing system, GSO Advisor Holdings L.L.C., Blackstone Holdings I L.P., Blackstone Holdings I/II GP Inc., The Blackstone Group L.P., Blackstone Group Management L.L.C. and Stephen A. Schwarzman are filing a separate Form 4.
- F14Each of the Reporting Persons disclaims beneficial ownership of the securities held by each of the GSO Funds, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.
- F2Reflects securities directly held by GSO SSOMF Nitro Blocker LLC. GSO SSOMF Nitro Blocker LLC is wholly-owned by GSO Special Situations Overseas Master Fund Ltd.
- F3Reflects securities directly held by GSO Coastline Credit Partners LP.
- F4Reflects securities directly held by GSO Cactus Credit Opportunities Fund LP.
- F5Reflects securities directly held by Steamboat Nitro Blocker LLC. Steamboat Nitro Blocker LLC is wholly-owned by Steamboat Credit Opportunities Intermediate Fund LP.
- F6Reflects securities directly held by GSO ADGM II Nitro Blocker LLC. GSO ADGM II Nitro Blocker LLC is wholly-owned by GSO Aiguille des Grands Montets Fund II LP.
- F7Reflects securities directly held by GSO Palmetto Opportunistic Investment Partners LP. GSO Palmetto Opportunistic Associates LLC is the general partner of GSO Palmetto Opportunistic Investment Partners LP.
- F8Reflects securities directly held by GSO Credit-A Partners LP. GSO Credit-A Associates LLC is the general partner of GSO Credit-A Partners LP. (GSO Credit-A Partners LP, together with GSO Special Situation Fund LP, GSO SSOMF Nitro Blocker LLC, GSO Cactus Credit Opportunities Fund LP, Steamboat Nitro Blocker LLC, GSO Coastline Credit Partners LP, GSO ADGM II Nitro Blocker LLC and GSO Palmetto Opportunistic Investment Partners LP, the "GSO Funds").
- F9GSO Holdings I L.L.C. is the managing member of each of GSO Palmetto Opportunistic Associates LLC and GSO Credit-A Associates LLC. Blackstone Holdings II L.P. is a managing member of GSO Holdings I L.L.C. with respect to securities beneficially owned by GSO Palmetto Opportunistic Associates LLC and GSO Credit-A Associates LLC.