4//SEC Filing
Tailwater Holdings, LP 4
Accession 0001140361-16-065965
CIK 0001547638other
Filed
May 16, 8:00 PM ET
Accepted
May 17, 4:04 PM ET
Size
23.5 KB
Accession
0001140361-16-065965
Insider Transaction Report
Form 4
TW/LM GP Sub, LLC
10% Owner
Transactions
- Other
Common Units
2016-05-13$1.48/sh+359,459$531,999→ 15,005,588 total(indirect: By Southcross Holdings Borrower LP)
TAILWATER ENERGY FUND I, LP
10% Owner
Transactions
- Other
Common Units
2016-05-13$1.48/sh+359,459$531,999→ 15,005,588 total(indirect: By Southcross Holdings Borrower LP)
TW GP EF-1, LP
10% Owner
Transactions
- Other
Common Units
2016-05-13$1.48/sh+359,459$531,999→ 15,005,588 total(indirect: By Southcross Holdings Borrower LP)
Herring Edward
10% Owner
Transactions
- Other
Common Units
2016-05-13$1.48/sh+359,459$531,999→ 15,005,588 total(indirect: By Southcross Holdings Borrower LP)
Downie Jason H
Director10% Owner
Transactions
- Other
Common Units
2016-05-13$1.48/sh+359,459$531,999→ 15,005,588 total(indirect: By Southcross Holdings Borrower LP)
TW Southcross Aggregator LP
10% Owner
Transactions
- Other
Common Units
2016-05-13$1.48/sh+359,459$531,999→ 15,005,588 total(indirect: By Southcross Holdings Borrower LP)
TW GP EF-1 GP, LLC
10% Owner
Transactions
- Other
Common Units
2016-05-13$1.48/sh+359,459$531,999→ 15,005,588 total(indirect: By Southcross Holdings Borrower LP)
Tailwater Capital LLC
10% Owner
Transactions
- Other
Common Units
2016-05-13$1.48/sh+359,459$531,999→ 15,005,588 total(indirect: By Southcross Holdings Borrower LP)
TW GP Holdings, LLC
10% Owner
Transactions
- Other
Common Units
2016-05-13$1.48/sh+359,459$531,999→ 15,005,588 total(indirect: By Southcross Holdings Borrower LP)
Tailwater Holdings, LP
10% Owner
Transactions
- Other
Common Units
2016-05-13$1.48/sh+359,459$531,999→ 15,005,588 total(indirect: By Southcross Holdings Borrower LP)
Footnotes (2)
- [F1]On March 17, 2016, Holdings (as defined below) and the Issuer entered into an equity cure contribution agreement (the "Equity Cure Agreement") related 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, JPMorgan Chase Bank, N.A., as documentation agent, and the lenders party thereto (as amended, the "Revolving Credit Agreement"). Under the terms of the Revolving Credit Agreement, the Issuer has the right to cure any default with respect to a financial covenant in the Revolving Credit Agreement by having Holdings purchase equity interests in or make capital contributions to the Issuer that result in proceeds that would satisfy the requirements of such financial covenant.
- [F2]Pursuant to the Equity Cure Agreement, on May 13, 2016 (the "Contribution Date"), Borrower contributed from cash on hand $532,000 (the "Contribution Amount") to the Issuer to fund an equity cure in connection with a default with respect to a financial covenant in the Revolving Credit Agreement. Pursuant to the terms of the Equity Cure Agreement, in exchange for the Contribution Amount, 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 the 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 (as defined below) received 359,459 Common Units from Issuer at $1.48 per Common Unit.
Documents
Issuer
Southcross Energy Partners, L.P.
CIK 0001547638
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001642558
Filing Metadata
- Form type
- 4
- Filed
- May 16, 8:00 PM ET
- Accepted
- May 17, 4:04 PM ET
- Size
- 23.5 KB