Statement of Changes in Beneficial Ownership (4)
August 11 2017 - 6:04PM
Edgar (US Regulatory)
FORM 4
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
Southcross Holdings LP
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2. Issuer Name
and
Ticker or Trading Symbol
Southcross Energy Partners, L.P.
[
SXE
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__
X
__ Director
__
X
__ 10% Owner
_____ Officer (give title below)
_____ Other (specify below)
See Remarks
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(Last)
(First)
(Middle)
C/O SOUTHCROSS ENERGY PARTNERS, L.P., 1717 MAIN STREET, SUITE 5200
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3. Date of Earliest Transaction
(MM/DD/YYYY)
8/11/2017
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(Street)
DALLAS, TX 75201
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
___ Form filed by One Reporting Person
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X
_ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Class B Convertible Units
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(1)
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8/11/2017
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J
(1)
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309946
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(1)
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(1)
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Common Units (Limited Partnership Interests)
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(1)
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(1)
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18019811
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I
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By Southcross Holdings Borrower LP
(2)
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Explanation of Responses:
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(1)
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The Class B Convertible Units were acquired as a payment-in-kind distribution on outstanding Class B Convertible Units pursuant to the Issuer's Third Amended and Restated Agreement of Limited Partnership dated August 4, 2014 (the "Partnership Agreement"). The Class B Convertible Units convert into Common Units at the Class B Conversion Rate (as defined in the Partnership Agreement) on the Class B Conversion Date (as defined in the Partnership Agreement).
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(2)
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The Class B Convertible Units are owned directly by Southcross Holdings Borrower LP, which is owned 100% by Southcross Holdings Guarantor LP ("Guarantor"), and its non-economic general partner interest is held by Southcross Holdings Borrower GP LLC ("Borrower GP"), which is owned 100% by Guarantor. Guarantor is owned 99.98% by Southcross Holdings LP ("Holdings"), and its 0.02% general partner interest is held by Southcross Holdings Guarantor GP LLC ("Guarantor GP"), which is owned 99% by Holdings and 1% by Southcross Holdings Intermediary LLC ("Intermediary"), which is owned 100% by Holdings. The non-economic general partner interest of Holdings is held by Southcross Holdings GP LLC ("Holdings GP"). Borrower GP, Guarantor, Guarantor GP, Intermediary, Holdings, and Holdings GP are indirect beneficial owners of the reported securities.
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Remarks:
This Form 4 is filed jointly by Southcross Holdings LP, Southcross Holdings GP LLC, Southcross Holdings Intermediary LLC, Southcross Holdings Guarantor LP, Southcross Holdings Guarantor GP LLC, Southcross Holdings Borrower LP, and Southcross Holdings Borrower GP LLC.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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Southcross Holdings LP
C/O SOUTHCROSS ENERGY PARTNERS, L.P.
1717 MAIN STREET, SUITE 5200
DALLAS, TX 75201
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X
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X
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See Remarks
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Southcross Holdings GP, LLC
C/O SOUTHCROSS ENERGY PARTNERS, L.P.
1717 MAIN STREET, SUITE 5200
DALLAS, TX 75201
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X
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X
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See Remarks
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Southcross Holdings Intermediary LLC
C/O SOUTHCROSS ENERGY PARTNERS, L.P.
1717 MAIN STREET, SUITE 5200
DALLAS, TX 75201
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X
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See Remarks
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Southcross Holdings Guarantor LP
C/O SOUTHCROSS ENERGY PARTNERS, L.P.
1717 MAIN STREET, SUITE 5200
DALLAS, TX 75201
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X
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See Remarks
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Southcross Holdings Guarantor GP LLC
C/O SOUTHCROSS ENERGY PARTNERS, L.P.
1717 MAIN STREET, SUITE 5200
DALLAS, TX 75201
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X
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See Remarks
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Southcross Holdings Borrower LP
C/O SOUTHCROSS ENERGY PARTNERS, L.P.
1717 MAIN STREET, SUITE 5200
DALLAS, TX 75201
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X
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See Remarks
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Southcross Holdings Borrower GP LLC
C/O SOUTHCROSS ENERGY PARTNERS, L.P.
1717 MAIN STREET, SUITE 5200
DALLAS, TX 75201
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X
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See Remarks
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Signatures
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/s/ Bruce Williamson, Chief Executive Officer of the General Partner of Southcross Holdings LP
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8/11/2017
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**
Signature of Reporting Person
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Date
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/s/ Bruce Williamson, Chief Executive Officer of Southcross Holdings GP LLC
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8/11/2017
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**
Signature of Reporting Person
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Date
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/s/ Bruce Williamson, Chief Executive Officer of Southcross Holdings Intermediary LLC
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8/11/2017
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**
Signature of Reporting Person
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Date
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/s/ Bruce Williamson, Chief Executive Officer of the General Partner of Southcross Holdings Guarantor LP
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8/11/2017
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**
Signature of Reporting Person
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Date
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/s/ Bruce Williamson, Chief Executive Officer of Southcross Holdings Guarantor GP LLC
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8/11/2017
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**
Signature of Reporting Person
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Date
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/s/ Bruce Williamson, Chief Executive Officer of the General Partner of Southcross Holdings Borrower LP
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8/11/2017
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**
Signature of Reporting Person
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Date
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/s/ Bruce Williamson, Chief Executive Officer of Southcross Holdings Borrower GP LLC
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8/11/2017
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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