SEC Form 4 · accession 0001140361-15-041452
Southcross Energy Partners, L.P. · SXE
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Table I — non-derivative securities
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Class B Convertible UnitsF1 | — | Nov 9, 2015 | J | 274,478 | A | — | — | Common Units (Limited Partnership Interests) | — | 15,958,990 | I |
Explanation of responses
- F1The Class B Convertible Units were acquired as a payment in kind distribution on outstanding Class B Convertible Units pursuant to the Issuer's Third Amended and Restated Agreement of Limited Partnership dated August 4, 2014 (the "Partnership Agreement"). The Class B Convertible Units convert into Common Units at the Class B Conversion Rate (as defined in the Partnership Agreement) on the Class B Conversion Date (as defined in the Partnership Agreement).
Remarks
This statement is being filed by each of EIG BBTS Holdings, LLC ("EIG BB"), EIG Management Company, LLC ("EIG Management"), EIG Asset Management, LLC ("EIG Asset"), EIG Global Energy Partners, LLC ("EIG Global"), The R. Blair Thomas 2010 Irrevocable Trust ("RBT Trust") and R. Blair Thomas. We refer to EIG BB, EIG Management, EIG Asset, EIG Global, RBT Trust and Mr. Thomas, collectively, as the "Reporting Persons." Mr. Thomas is the sole trustee of RBT Trust, which is a member of EIG Global, which owns a majority of (and is manager of) EIG Asset, which is the sole member of EIG Management, which is the manager of EIG BB. EIG BB owns 35.5% of the limited partner interest in Southcross Holdings LP ("Holdings") and 36.1% of Southcross Holdings GP LLC ("Holdings GP"). Holdings GP is the general partner of Holdings, which is the sole member of Southcross Holdings Guarantor GP LLC, which is the general partner of Southcross Holdings Guarantor LP, which is the sole member of Southcross Holdings Borrower GP LLC, which is the general partner of Borrower, which directly owns all of the Common Units reported herein. As a result of the relationship of the Reporting Persons to Borrower, the Reporting Persons may be deemed to indirectly beneficially own the securities reported herein held by Borrower. Each Reporting Person disclaims beneficial ownership of the securities reported herein (except to the extent of such Reporting Person's indirect pecuniary interest in such securities), and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.