SEC Form 4 · accession 0001549848-18-000094
Hi-Crush Partners LP · HCLP
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
R Graham Whaling
Director
Period of report
Oct 21, 2018
Accepted (ET)
Oct 23, 2018 · 5:30 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001549848
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,F2 | Oct 21, 2018 | A | 31,636 | — | A | 61,330 | I | See Footnote |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1On October 21, 2018, Hi-Crush Partners LP (the "Partnership") entered into a Contribution Agreement (the "Contribution Agreement") with Hi-Crush Proppants LLC (the "Sponsor"), Hi-Crush Augusta Acquisition Co. LLC and certain persons (the "Contributor Parties") collectively holding all of the then outstanding membership interests in Sponsor (collectively, the "Subject Units"). Pursuant to the Contribution Agreement, among other things, the Contributor Parties agreed to contribute the Subject Units to the Partnership in exchange for an aggregate of 11,000,000 common units representing limited partnership interests in the Partnership ("Common Units") issued by the Partnership (such contributions, collectively, the "Contribution") based off of a $8.75 per unit. The Reporting Person held 0.2876% of the Subject Units and received 31,636 Common Units in exchange for his Subject Units.
- F2The Common Units distributed to the Reporting Person in the Distribution are owned by RGW Interests LLC ("RGW LLC"). The Reporting Person is a member of RGW LLC and may be deemed the beneficial owner of the Common Units held by RGW LLC.