4//SEC Filing
Southcross Energy Partners, L.P. 4
Accession 0001140361-17-000188
CIK 0001547638operating
Filed
Jan 2, 7:00 PM ET
Accepted
Jan 3, 6:30 PM ET
Size
23.2 KB
Accession
0001140361-17-000188
Insider Transaction Report
Form 4
EIG BlackBrush Holdings, LLC
10% Owner
Transactions
- Other
Common Units
2016-12-29$1.48/sh+11,486,486$16,999,999→ 26,492,074 total(indirect: By Southcross Holdings Borrower LP)
Footnotes (4)
- [F1]On December 29, 2016, the Issuer, Wells Fargo Bank, N.A., as administrative agent under the Revolving Credit Agreement (as defined below), and certain lenders party thereto entered into that certain Waiver and Fifth Amendment (the "Fifth Amendment") 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, and a syndicate of lenders (as amended, the "Revolving Credit Agreement").
- [F2]In connection with the Fifth Amendment, Southcross Holdings LP ("Holdings") invested $17,000,000 (the "Investment Amount") pursuant to, and on the terms described in, that certain Equity Cure Contribution Agreement, dated as of March 17, 2016 as amended by the First Amendment to Equity Cure Contribution Agreement dated as of December 29, 2016 (as amended, the "Equity Cure Agreement").
- [F3]Pursuant to the terms of the Equity Cure Agreement, in exchange for the Investment Amount, Southcross Holdings Borrower LP ("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 15 consecutive trading days ending on the second trading day prior to the Contribution Date ("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 received 11,486,486 Common Units from Issuer at $1.48 per Common Unit.
- [F4]The Common Units are owned directly by Borrower, which is owned 100% by Southcross Holdings Guarantor LP ("Guarantor"), and its non-economic general partner interest is held by Southcross Holdings Borrower GP LLC ("Borrower GP"), which is owned 100% by Guarantor. Guarantor is owned 99.98% by Holdings, and its 0.02% general partner interest is held by Southcross Holdings Guarantor GP LLC ("Guarantor GP"), which is owned 99% by Holdings and 1% by Southcross Holdings Intermediary LLC ("Intermediary"), which is owned 100% by Holdings. The non-economic general partner interest of Holdings is held by Southcross Holdings GP LLC ("Holdings GP").
Documents
Issuer
Southcross Energy Partners, L.P.
CIK 0001547638
Entity typeoperating
IncorporatedDE
Related Parties
1- filerCIK 0001547638
Filing Metadata
- Form type
- 4
- Filed
- Jan 2, 7:00 PM ET
- Accepted
- Jan 3, 6:30 PM ET
- Size
- 23.2 KB