3//SEC Filing
G.F.W. ENERGY IX, L.P. 3
Accession 0001209191-15-051608
CIK 0001617798other
Filed
Jun 8, 8:00 PM ET
Accepted
Jun 9, 6:46 PM ET
Size
22.7 KB
Accession
0001209191-15-051608
Insider Transaction Report
Form 3
MRD MIDSTREAM LLC
10% Owner
Holdings
- 1,853,906
COMMON UNITS (LIMITED PARTNER INTERESTS)
SUBORDINATED UNITS (LIMITED PARTNER INTERESTS)
Exercise: $0.00→ COMMON UNITS (5,250,000 underlying)
Footnotes (4)
- [F1]This Form 3 is filed jointly by MRD Midstream LLC ("MRD Midstream"), MRD Holdco LLC ("MRD Holdco"), Natural Gas Partners VIII, L.P. ("NGP VIII"), Natural Gas Partners IX, L.P. ("NGP IX"), NGP IX Offshore Holdings, L.P. ("NGP IX Offshore"), GFW VIII, L.L.C. ("GFW VIII"), G.F.W. Energy VIII, L.P. ("GFW Energy VIII"), GFW IX, L.L.C. ("GFW IX"), G.F.W. Energy IX, L.P. ("GFW Energy IX") and NGP Energy Capital Management, L.L.C. ("NGP ECM"). MRD Midstream is a wholly owned subsidiary of MRD Holdco. NGP VIII, NGP IX and NGP IX Offshore own a controlling interest in MRD Holdco. GFW VIII is the sole general partner of GFW Energy VIII, which is the general partner of NGP VIII, and GFW IX is the sole general partner of GFW Energy IX, which is the general partner of NGP IX and NGP IX Offshore. (Continued in footnote 2)
- [F2](Continued from footnote 1) GFW VIII has delegated full power and authority to manage NGP VIII, and GFW IX has delegated full power and authority to manage NGP IX and NGP IX Offshore, respectively, to NGP ECM. Accordingly, each of MRD Holdco, NGP VIII, NGP IX, NGP IX Offshore, GFW VIII, GFW Energy VIII, GFW IX, GFW Energy IX and NGP ECM may be deemed to share voting and dispositive power over the reported units, and therefore may also be deemed to be the beneficial owner of these units but disclaims such ownership except to the extent of its pecuniary interest.
- [F3]MRD WHR LA Midstream LLC ("MRD WHR LA") distributed to MRD Midstream 1,853,906 common units and 5,250,000 subordinated units, representing an approximate 17.8% limited partner interest in the Issuer. If the underwriters do not exercise their option to purchase additional common units, MRD WHR LA will distribute an additional 442,969 common units to MRD Midstream, and MRD Midstream will hold 2,296,875 common units and 5,250,000 subordinated units, representing an approximate 18.9% limited parter interest in the Issuer.
- [F4]Each subordinated unit will convert into one common unit at the end of the subordination period described in the Registration Statement.
Documents
Issuer
PennTex Midstream Partners, LP
CIK 0001617798
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001541519
Filing Metadata
- Form type
- 3
- Filed
- Jun 8, 8:00 PM ET
- Accepted
- Jun 9, 6:46 PM ET
- Size
- 22.7 KB