4//SEC Filing
ENERGY CAPITAL PARTNERS III-C (USD IP), LP 4
Accession 0001610682-20-000027
CIK 0001610682other
Filed
Feb 23, 7:00 PM ET
Accepted
Feb 24, 5:25 PM ET
Size
26.1 KB
Accession
0001610682-20-000027
Insider Transaction Report
Form 4
USD Partners LPUSDP
Energy Capital Partners GP III, LP
Director10% Owner
Transactions
- Conversion
COMMON UNITS (LIMITED PARTNER INTERESTS)
2020-02-20+2,092,709→ 11,557,090 total(indirect: See Footnotes) - Conversion
SUBORDINATED UNITS (LIMITED PARTNER INTERESTS)
2020-02-20−2,092,709→ 0 total(indirect: See Footnotes)→ COMMON UNITS (2,092,709 underlying)
ENERGY CAPITAL PARTNERS III-B (USD IP), LP
Director10% Owner
Transactions
- Conversion
SUBORDINATED UNITS (LIMITED PARTNER INTERESTS)
2020-02-20−2,092,709→ 0 total(indirect: See Footnotes)→ COMMON UNITS (2,092,709 underlying) - Conversion
COMMON UNITS (LIMITED PARTNER INTERESTS)
2020-02-20+2,092,709→ 11,557,090 total(indirect: See Footnotes)
USD GROUP LLC
Director10% Owner
Transactions
- Conversion
SUBORDINATED UNITS (LIMITED PARTNER INTERESTS)
2020-02-20−2,092,709→ 0 total(indirect: See Footnotes)→ COMMON UNITS (2,092,709 underlying) - Conversion
COMMON UNITS (LIMITED PARTNER INTERESTS)
2020-02-20+2,092,709→ 11,557,090 total(indirect: See Footnotes)
USD HOLDINGS LLC
Director10% Owner
Transactions
- Conversion
SUBORDINATED UNITS (LIMITED PARTNER INTERESTS)
2020-02-20−2,092,709→ 0 total(indirect: See Footnotes)→ COMMON UNITS (2,092,709 underlying) - Conversion
COMMON UNITS (LIMITED PARTNER INTERESTS)
2020-02-20+2,092,709→ 11,557,090 total(indirect: See Footnotes)
ECP ControlCo, LLC
Director10% Owner
Transactions
- Conversion
SUBORDINATED UNITS (LIMITED PARTNER INTERESTS)
2020-02-20−2,092,709→ 0 total(indirect: See Footnotes)→ COMMON UNITS (2,092,709 underlying) - Conversion
COMMON UNITS (LIMITED PARTNER INTERESTS)
2020-02-20+2,092,709→ 11,557,090 total(indirect: See Footnotes)
ENERGY CAPITAL PARTNERS III, LLC
Director10% Owner
Transactions
- Conversion
COMMON UNITS (LIMITED PARTNER INTERESTS)
2020-02-20+2,092,709→ 11,557,090 total(indirect: See Footnotes) - Conversion
SUBORDINATED UNITS (LIMITED PARTNER INTERESTS)
2020-02-20−2,092,709→ 0 total(indirect: See Footnotes)→ COMMON UNITS (2,092,709 underlying)
ENERGY CAPITAL PARTNERS III, LP
10% Owner
Transactions
- Conversion
COMMON UNITS (LIMITED PARTNER INTERESTS)
2020-02-20+2,092,709→ 11,557,090 total(indirect: See Footnotes) - Conversion
SUBORDINATED UNITS (LIMITED PARTNER INTERESTS)
2020-02-20−2,092,709→ 0 total(indirect: See Footnotes)→ COMMON UNITS (2,092,709 underlying)
ENERGY CAPITAL PARTNERS III-A, LP
Director10% Owner
Transactions
- Conversion
SUBORDINATED UNITS (LIMITED PARTNER INTERESTS)
2020-02-20−2,092,709→ 0 total(indirect: See Footnotes)→ COMMON UNITS (2,092,709 underlying) - Conversion
COMMON UNITS (LIMITED PARTNER INTERESTS)
2020-02-20+2,092,709→ 11,557,090 total(indirect: See Footnotes)
ENERGY CAPITAL PARTNERS III-C (USD IP), LP
Director10% Owner
Transactions
- Conversion
COMMON UNITS (LIMITED PARTNER INTERESTS)
2020-02-20+2,092,709→ 11,557,090 total(indirect: See Footnotes) - Conversion
SUBORDINATED UNITS (LIMITED PARTNER INTERESTS)
2020-02-20−2,092,709→ 0 total(indirect: See Footnotes)→ COMMON UNITS (2,092,709 underlying)
US DEVELOPMENT GROUP, LLC
Director10% Owner
Transactions
- Conversion
COMMON UNITS (LIMITED PARTNER INTERESTS)
2020-02-20+2,092,709→ 11,557,090 total(indirect: See Footnotes) - Conversion
SUBORDINATED UNITS (LIMITED PARTNER INTERESTS)
2020-02-20−2,092,709→ 0 total(indirect: See Footnotes)→ COMMON UNITS (2,092,709 underlying)
Footnotes (4)
- [F1]Effective February 20, 2020, pursuant to the terms for the fifth and final subordinated unit tranche as set forth in the Issuer's second amended and restated agreement of limited partnership, 2,092,709 subordinated units representing limited partnership interests in the Issuer held by USD Group LLC ("USD Group") converted on a one-for-one basis into common units representing limited partnership interests in the Issuer.
- [F2]US Development Group, LLC (USD) is the parent company of USD Group which is the sole owner of the membership interests of USD Partners GP LLC, the Issuer's general partner. USD manages USD Group. ECP ControlCo, LLC (ECP ControlCo) is the managing member of Energy Capital Partners III, LLC (ECP), which is the general partner of Energy Capital Partners GP III, LP (ECP GP), which is the general partner of each of Energy Capital Partners III, LP (ECP III), Energy Capital Partners III-A, LP (ECP-A), Energy Capital Partners III-B (USD IP), LP (ECP-B), and Energy Capital Partners III-C (USD IP), LP (ECP-C) and together with ECP III,ECP-A and ECP-B, the "ECP Funds". As a result, ECP ControlCo, ECP and ECP GP have voting and investment control over the securities owned by the ECP Funds. USD Holdings, LLC (USD Holdings) and the ECP Funds are members of USD and, with ECP and ECP ControlCo, may be deemed to indirectly beneficially own the limited partner interests beneficially owned by USD.
- [F3]Following the transactions reported herein, USD Group directly holds 11,557,090 common units representing 43.1% of the common units and 43.1% of the limited partnership interests in the Issuer. USD Holdings is a 45.5% member of USD, and may therefore be deemed to indirectly beneficially own 5,258,476 common units, representing 45.5% of the limited partnership interests held by USD Group. ECP ControlCo, ECP, ECP GP and the ECP Funds collectively hold 49.2% of the membership interest in USD, and may therefore be deemed to indirectly beneficially own 5,686,088 common units, representing 49.2% of the limited partnership interests held by USD Group.
- [F4]Subordinated units converted into common units on a one-for-one basis in separate sequential tranches. Each tranche was comprised of 20.0% of the subordinated units that were outstanding as of October 15, 2014. A separate tranche converted on each business day occurring on or after October 1, 2015 (but no more than once in any twelve-month period) subject to certain conditions being met.
Documents
Issuer
USD Partners LP
CIK 0001610682
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001621413
Filing Metadata
- Form type
- 4
- Filed
- Feb 23, 7:00 PM ET
- Accepted
- Feb 24, 5:25 PM ET
- Size
- 26.1 KB