SEC Form 4 · accession 0001140361-16-063329
Southcross Energy Partners, L.P. · SXE
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
EIG BBTS Holdings, LLC
10% Owner
R. Blair Thomas
10% Owner
EIG Management Company, LLC
10% Owner
EIG Global Energy Partners, LLC
10% Owner
EIG Asset Management, LLC
10% Owner
Randall S. Wade
10% Owner
Randall Wade 2010 Irrevocable Trust
10% Owner
Kristina Wade 2010 Irrevocable Trust
10% Owner
Period of report
May 2, 2016
Accepted (ET)
May 4, 2016 · 3:30 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001547638
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common UnitsF1,F2 | May 2, 2016 | J | 8,029,729 | $1.48 | A | 14,646,129 | I | By Southcross Holdings Borrower LP |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1On March 17, 2016, Holdings (as defined below) and the Issuer entered into an equity cure contribution agreement (the "Equity Cure Agreement") related to that certain Third Amended and Restated Revolving Credit Agreement, dated as of August 4, 2014, among the Issuer, as borrower, Wells Fargo Bank, N.A. as administrative agent, UBS Securities LLC and Barclays Bank PLC, as co-syndication agents, JPMorgan Chase Bank, N.A., as documentation agent, and the lenders party thereto (as amended, the "Revolving Credit Agreement"). Under the terms of the Revolving Credit Agreement, the Issuer has the right to cure any default with respect to a financial covenant in the Revolving Credit Agreement by having Holdings purchase equity interests in or make capital contributions to the Issuer that result in proceeds that would satisfy the requirements of such financial covenant.
- F2Pursuant to the Equity Cure Agreement, on March 30, 2016, Holdings contributed from cash on hand $11,884,000 (the "Contribution Amount") to the Issuer to fund an equity cure in connection with a default with respect to a financial covenant in the Revolving Credit Agreement. Pursuant to the terms of the Equity Cure Agreement, in exchange for the Contribution Amount, Borrower was entitled to receive a number of Common Units based on the volume weighted daily average price of a Common Unit, as reported on the New York Stock Exchange, for the 15 consecutive trading days beginning on April 7, 2016 ("VWAP"), provided that the VWAP was not less than $0.89 per Common Unit and not greater than $1.48 per Common Unit ("VWAP Ceiling"). The VWAP exceeded the VWAP Ceiling and Borrower (as defined below) received 8,029,729 Common Units from Issuer at $1.48 per Common Unit on May 2, 2016.