0001022321-13-000067.txt : 20130524 0001022321-13-000067.hdr.sgml : 20130524 20130524124833 ACCESSION NUMBER: 0001022321-13-000067 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20130522 FILED AS OF DATE: 20130524 DATE AS OF CHANGE: 20130524 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Davison James E CENTRAL INDEX KEY: 0001403411 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-12295 FILM NUMBER: 13871109 MAIL ADDRESS: STREET 1: 2000 FARMERVILLE HIGHWAY CITY: RUSTON STATE: LA ZIP: 71270 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: GENESIS ENERGY LP CENTRAL INDEX KEY: 0001022321 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-PETROLEUM BULK STATIONS & TERMINALS [5171] IRS NUMBER: 760513049 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 919 MILAM, SUITE 2100 CITY: HOUSTON STATE: TX ZIP: 77002 BUSINESS PHONE: 7138602500 MAIL ADDRESS: STREET 1: 919 MILAM, SUITE 2100 CITY: HOUSTON STATE: TX ZIP: 77002 4 1 wf-form4_136941410172456.xml FORM 4 X0306 4 2013-05-22 0 0001022321 GENESIS ENERGY LP GEL 0001403411 Davison James E 2000 FARMERVILLE HIGHWAY RUSTON LA 71270 1 0 0 0 Common Units - Class A 2013-05-22 4 S 0 17500 54.31 D 2448468 D Common Units - Class A 2013-05-23 4 M 0 91823 0 A 2540291 D Common Units - Class A 1010835 I Terminal Services, Inc. Waiver Units - Class 3 0.0 2013-05-23 4 M 0 91823 0 D 2013-05-15 2021-01-01 Common Units - Class A 91823.0 0 D This price is the weighted average price for the sales of Common Units Class A reported on this line. These Common Units Class A were sold in multiple transactions at prices ranging from $54.00 to $54.85 per Common Unit Class A. The reporting person undertakes to provide to Genesis Energy, L.P., any security holder of Genesis Energy, L.P., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of Common Unit Class A sold at each separate price within this range. The reporting person elected to convert 91,823 Waiver Units Class 3 on May 23, 2013, which comprised all of the Waiver Units of that class owned by the reporting person. The Waiver Units Class 3 are convertible into Common Units Class A on a one-for-one basis, resulting in the reporting person's acquisition of a number of Common Units Class A equal to the number of Waiver Units Class 3 converted. The Reporting Person is the sole stockholder of Terminal Services, Inc. The Waiver Units, among other rights, preferences and privileges, are entitled to quarterly distributions of $0.001786 per Waiver Unit and are convertible on a one-for-one basis at the option of the holder upon, among other things, payment of a quarterly cash distribution on the Common Units Class A that has a coverage ratio of at least 1.10 and equals or exceeds the applicable distribution level: (i) Class 1 - $0.43 per Common Unit; (ii) Class 2 - $0.46 per Common Unit; (iii) Class 3 - $0.49 per Common Unit; and (iv) Class 4 - $0.52 per Common Unit. The Waiver Units will also automatically convert to Common Units - Class A upon the six-month anniversary of the occurrence of the circumstances that give rise to the right of the holder to convert. The Waiver Units Class 1 and Waiver Units Class 2 have previously converted to Common Units Class A. The Waiver Units Class 3 became convertible on May 15, 2013. Waiver Units that have not become convertible by January 1, 2021 shall, as of the close of business on such date, automatically be cancelled. James E. Davison 2013-05-24