3//SEC Filing
GSO Special Situations Overseas Master Fund Ltd. 3
Accession 0001181431-13-064298
CIK 0001179060other
Filed
Dec 22, 7:00 PM ET
Accepted
Dec 23, 4:05 PM ET
Size
21.3 KB
Accession
0001181431-13-064298
Insider Transaction Report
Form 3
Holdings
- 829,528(indirect: See Footnotes)
Common Units
- (indirect: See Footnotes)
Series A Convertible Preferred Units
From: 2014-02-10→ Common Units (16,642,947 underlying) - 72,634(indirect: See Footnotes)
Common Units
GSO Holdings I LLC
10% Owner
Holdings
- 829,528(indirect: See Footnotes)
Common Units
- 72,634(indirect: See Footnotes)
Common Units
- (indirect: See Footnotes)
Series A Convertible Preferred Units
From: 2014-02-10→ Common Units (16,642,947 underlying)
GSO Special Situations Fund LP
10% Owner
Holdings
- 72,634(indirect: See Footnotes)
Common Units
- (indirect: See Footnotes)
Series A Convertible Preferred Units
From: 2014-02-10→ Common Units (16,642,947 underlying) - 829,528(indirect: See Footnotes)
Common Units
Holdings
- 829,528(indirect: See Footnotes)
Common Units
- (indirect: See Footnotes)
Series A Convertible Preferred Units
From: 2014-02-10→ Common Units (16,642,947 underlying) - 72,634(indirect: See Footnotes)
Common Units
Holdings
- (indirect: See Footnotes)
Series A Convertible Preferred Units
From: 2014-02-10→ Common Units (16,642,947 underlying) - 829,528(indirect: See Footnotes)
Common Units
- 72,634(indirect: See Footnotes)
Common Units
GSO CAPITAL PARTNERS LP
10% Owner
Holdings
- 829,528(indirect: See Footnotes)
Common Units
- 72,634(indirect: See Footnotes)
Common Units
- (indirect: See Footnotes)
Series A Convertible Preferred Units
From: 2014-02-10→ Common Units (16,642,947 underlying)
GSO Crosstex Holdings LLC
10% Owner
Holdings
- 829,528(indirect: See Footnotes)
Common Units
- 72,634(indirect: See Footnotes)
Common Units
- (indirect: See Footnotes)
Series A Convertible Preferred Units
From: 2014-02-10→ Common Units (16,642,947 underlying)
Footnotes (11)
- [F1]GSO Special Situations Fund LP directly holds these Common Units of Crosstex Energy, L.P. ("Common Units").
- [F10]Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.
- [F11]Each of the Reporting Persons, other than GSO Crosstex, GSO Special Situations Fund LP and GSO Special Situations Overseas Master Fund Ltd. as to their direct holdings of securities, disclaims beneficial ownership of the securities held by GSO Crosstex, GSO Special Situations Fund LP and GSO Special Situations Overseas Master Fund Ltd., except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons, other than GSO Crosstex, GSO Special Situations Fund LP and GSO Special Situations Overseas Master Fund Ltd. as to their direct holdings of securities, states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 of the Securities Exchange Act of 1934 or for any other purpose.
- [F2]GSO Special Situations Overseas Master Fund Ltd. directly holds these Common Units.
- [F3]GSO Capital Partners LP is the investment manager of each of GSO Special Situations Fund LP and GSO Special Situations Overseas Master Fund Ltd. GSO Advisor Holdings L.L.C. is the general partner of GSO Capital Partners LP.
- [F4]The number of Common Units deliverable upon conversion of each Preferred Unit is equal to the quotient of (i) the sum of $8.50 and all accrued and accumulated but unpaid distributions on such Preferred Unit, divided by (ii) the conversion price per Preferred Unit of $8.50, subject to certain adjustments. The Preferred Units are convertible at any time after the earlier of (i) the business day following the record date for the distribution on the Preferred Units for the quarter ending December 31, 2013 and (ii) February 10, 2014, and have no expiration date. The Issuer may mandatorily convert the Preferred Units into Common Units after the distribution on the Preferred Units for the quarter ending December 31, 2013, if certain conditions are met.
- [F5]GSO Crosstex Holdings LLC ("GSO Crosstex") holds 16,642,947 Series A Convertible Preferred Units ("Preferred Units") of Crosstex Energy, L.P.
- [F6]Blackstone / GSO Capital Solutions Fund LP is the holder of a majority of the membership interests of GSO Crosstex. Blackstone / GSO Capital Solutions Associates LLC is the general partner of Blackstone / GSO Capital Solutions Fund LP. GSO Holdings I LLC is the managing member of Blackstone / GSO Capital Solutions Associates LLC.
- [F7]Blackstone Holdings I L.P. is the sole member of each of GSO Holdings I L.L.C. and GSO Advisor Holdings L.L.C., and in that capacity, directs their operations. Blackstone Holdings I/II GP Inc. is the general partner of Blackstone Holdings I L.P. The Blackstone Group L.P. is the controlling shareholder of Blackstone Holdings I/II GP Inc. Blackstone Group Management L.L.C. is the general partner of The Blackstone Group L.P. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.
- [F8]In addition, each of Bennett J. Goodman, J. Albert Smith III and Douglas I. Ostrover, each of whom serves as an executive of GSO Holdings I LLC and GSO Capital Partners LP, may have shared investment control with respect to securities directly held by GSO Crosstex, GSO Special Situations Fund LP and GSO Special Situations Overseas Master Fund Ltd.
- [F9]Due to the limitations of the electronic filing system, GSO Advisor Holdings L.L.C., Blackstone Holdings I L.P., Blackstone Holdings I/II GP Inc., The Blackstone Group L.P., Blackstone Group Management L.L.C., Mr. Stephen A. Schwarzman, Bennett J. Goodman, J. Albert Smith III and Douglas I. Ostrover are filing a separate Form 3.
Documents
Issuer
CROSSTEX ENERGY LP
CIK 0001179060
Entity typeother
IncorporatedCayman Islands
Related Parties
1- filerCIK 0001464748
Filing Metadata
- Form type
- 3
- Filed
- Dec 22, 7:00 PM ET
- Accepted
- Dec 23, 4:05 PM ET
- Size
- 21.3 KB