4//SEC Filing
Biotti Jon 4
Accession 0001381338-12-000002
CIK 0001392091other
Filed
Feb 28, 7:00 PM ET
Accepted
Feb 29, 11:45 AM ET
Size
12.0 KB
Accession
0001381338-12-000002
Insider Transaction Report
Form 4
Biotti Jon
Other
Transactions
- Other
Series A Preferred Units
2011-11-09−0→ 0 total(indirect: See footnotes 1,2 and 6)Exercise: $0.00→ Common Units - Other
Convertible Subordinated Debenture
2011-11-09−0→ 0 total(indirect: See footnotes 1, 2 and 6.)Exercise: $0.00→ Series A Preferred Units
Footnotes (7)
- [F1]Pursuant to the Global Transaction Agreement dated October 25, 2010 (the "Global Transaction Agreement"), by and among Blueknight Energy Partners, L.P. ("BKEP"), Blueknight Energy Partners G.P., L.L.C., the general partner of BKEP (the "GP"), Blueknight Energy Holding, Inc. ("Vitol Holding") and CB-Blueknight, LLC ("Charlesbank Holding"), Charlesbank Holding purchased 10,769,231 Series A Preferred Units of BKEP (the "Preferred Units") for $6.50 per Preferred Unit. Also pursuant to the Global Transaction Agreement, BKEP issued to Charlesbank Holding a Convertible Subordinate Debenture (the "Convertible Debenture") in exchange for $25 million. The Global Transaction Agreement, and the transactions contemplated thereby, are described more fully in BKEP's Current Report on Form 8-K filed with the Securites and Exchange Commission on October 25, 2010 (the "Form 8-K").
- [F2]The Preferred Units are convertible into Common Units of BKEP ("Common Units"). The terms of the Preferred Units are more fully described in the Form 8-K.
- [F3]On November 9, 2011, 1,612,747 of the Preferred Units were redeemed by BKEP for an aggregate of $10,608,194.65 (being $6.50 per Preferred Unit and $0.078 per Preferred Unit as a pro-rata distribution amount). Charlesbank Holding still owns 9,156,484 Preferred Units.
- [F4]The Preferred Units are convertible in whole or in part into Common Units at the holder's election subject to certain conditions being met.
- [F5]Not applicable.
- [F6]Mr. Biotti serves as a Managing Director of Charlesbank Capital Partners, LLC, which is the investment adviser to certain entities that serve as members of Charlesbank Holding, except to the extent of Mr. Biotti's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, Mr. Biotti 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 or for any other purpose.
- [F7]On November 9, 2011, BKEP redeemed the Convertible Debenture for a price equal to its face value of $25,000,000, plus the accrued and unpaid interest thereon. If not otherwise redeemed, the Convertible Debenture was to mature on December 31, 2011 and, on such date, all outstanding principal and any accrued and unpaid interest were to automatically convert into Preferred Units. The terms of the Convertible Debenture are described more fully in the Form 8-K.
Documents
Issuer
Blueknight Energy Partners, L.P.
CIK 0001392091
Entity typeother
Related Parties
1- filerCIK 0001381338
Filing Metadata
- Form type
- 4
- Filed
- Feb 28, 7:00 PM ET
- Accepted
- Feb 29, 11:45 AM ET
- Size
- 12.0 KB