CHARLESBANK COINVESTMENT PARTNERS LIMITED PARTNERSHIP 4
4 · Southcross Energy Partners, L.P. · Filed Apr 16, 2013
Insider Transaction Report
Form 4
Southcross Energy LLC
Director10% Owner
Transactions
- Award
Series A Convertible Preferred Units
2013-04-12$22.86/sh+1,466,325$33,520,190→ 1,466,325 total→ Common Units (1,466,325 underlying)
Footnotes (4)
- [F1]Each Series A Convertible Preferred Unit ("Preferred Unit") is convertible into a common unit on a one-for-one basis under the circumstances described in note 3 herein.
- [F2]On April 12, 2013, Southcross Energy LLC ("Holdings") purchased 1,466,325 Preferred Units and agreed to purchase, by June 30, 2013, an additional 248,675 Preferred Units from the Issuer for a cash purchase price of $22.86 per Preferred Unit in a privately negotiated transaction.
- [F3]Subject to certain exceptions, Preferred Units are convertible into common units at the election of Holdings beginning on the later of January 1, 2015 and the date the Issuer gives notice that it has met certain leverage ratio tests under its Limited Waiver and Second Amendment to Second Amended and Restated Credit Agreement among the Issuer, Wells Fargo Bank, N.A. and the lenders party thereto, filed as Exhibit 10.5 to the Issuer's Annual Report on Form 10-K filed on April 15, 2013 (the "FY 2012 10-K"). Preferred Units are also convertible into common units by the Issuer under certain other circumstances, as described in the Second Amended and Restated Agreement of Limited Partnership of the Issuer, filed as Exhibit 3.3 to the FY 2012 10-K.
- [F4]Preferred Units have no expiration date.