3/A//SEC Filing
CHARLESBANK COINVESTMENT PARTNERS LIMITED PARTNERSHIP 3/A
Accession 0001179110-13-003454
CIK 0001547638other
Filed
Feb 24, 7:00 PM ET
Accepted
Feb 25, 1:54 PM ET
Size
22.5 KB
Accession
0001179110-13-003454
Insider Transaction Report
Form 3/AAmended
Southcross Energy LLC
Director10% Owner
Holdings
- 1,863,713
Common Units (Limited Partner Interests)
Footnotes (6)
- [F1]This Form 3 is filed jointly by Southcross Energy LLC ("Holdings"), Southcross Energy Partners GP, LLC (the "General Partner"), Charlesbank Capital Partners, LLC ("Charlesbank"), Charlesbank Equity Fund VI GP, Limited Partnership ("Equity VI GP"), Charlesbank Coinvestment Partners, Limited Partnership ("Coinvest") and each of Charlesbank Equity Fund VI, Limited Partnership ("Fund VI"), CB Offshore Equity Fund VI, L.P. ("Offshore VI"), Charlesbank Equity Coinvestment Fund VI, Limited Partnership ("Coinvest VI" and together with Fund VI and Offshore VI, the "Charlesbank Funds") and CB-Southcross Holdings, Inc., of which Offshore VI is the sole shareholder ("CB-Southcross") in connection with the effectiveness of the Issuer's Registration Statement on Form S-1 (Registration No. 333-180841) (the "Registration Statement"). (Continued in footnote 2)
- [F2](Continued from footnote 1) Equity VI GP is the general partner of each of the Charlesbank Funds and may be deemed to indirectly beneficially own the securities of the Issuer held by the Charlesbank Funds but disclaims beneficial ownership except to the extent of its pecuniary interest therein. Charlesbank is the general partner of each of Coinvest and Equity VI GP and therefore may be deemed to indirectly beneficially own the securities of the Issuer held thereby, but disclaims beneficial ownership except to the extent of its pecuniary interest therein. Pursuant to an investment and advisory agreement with each of the Charlesbank Funds, Charlesbank has authority to vote securities held by the Charlesbank Funds and to decide which securities to purchase and sell for the Charlesbank Funds.
- [F3]As of the effectiveness of the Registration Statement, Holdings owns a 98% limited partnership interest, and the General Partner owns a 2% general partnership interest, in the Issuer. The board of directors and executive officers of the General Partner manage the Issuer. Holdings owns all of the membership interests in the General Partner and has the right to elect the entire board of directors of the General Partner. Accordingly, Holdings may be deemed to indirectly beneficially own the securities of the Issuer held by the General Partner but disclaims beneficial ownership except to the extent of its pecuniary interest therein.
- [F4]Fund VI, CB-Southcross, Coinvest VI and Coinvest collectively hold approximately 88.0% of the equity interest in Holdings. Accordingly, each of the foregoing entities may be deemed to indirectly beneficially own the common units and subordinated units of the Issuer held by Holdings but disclaims beneficial ownership except to the extent of their pecuniary interest therein.
- [F5]As described in the Registration Statement, in connection with the closing of the initial public offering of the Issuer, Holdings contributes certain assets to the Issuer and receives (i) 1,863,713 common units, representing a 7.5% limited partner interest in Issuer, and (ii) 12,213,713 subordinated units, representing a 49.0% limited partner interest in Issuer, for a combined 56.5% limited partner interest in the Issuer. The Issuer also redeems for nominal consideration the current 98% limited partner interest in the Issuer held by Holdings. The foregoing gives effect to the exercise by the underwriters of their option to purchase additional shares.
- [F6]In connection with the closing of the initial public offering of the Issuer, the General Partner will own approximately 498,518 general partner units, representing its 2.0% general partner interest in the Issuer.
Documents
Issuer
Southcross Energy Partners, L.P.
CIK 0001547638
Entity typeother
IncorporatedMA
Related Parties
1- filerCIK 0001273276
Filing Metadata
- Form type
- 3/A
- Filed
- Feb 24, 7:00 PM ET
- Accepted
- Feb 25, 1:54 PM ET
- Size
- 22.5 KB