0001181431-11-028995.txt : 20110511
0001181431-11-028995.hdr.sgml : 20110511
20110511215654
ACCESSION NUMBER: 0001181431-11-028995
CONFORMED SUBMISSION TYPE: 3
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20110511
FILED AS OF DATE: 20110511
DATE AS OF CHANGE: 20110511
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BLACKSTONE CAPITAL PARTNERS CAYMAN IV LP
CENTRAL INDEX KEY: 0001273169
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35167
FILM NUMBER: 11833617
MAIL ADDRESS:
STREET 1: BLACKSTONE GROUP
STREET 2: 345 PARK AVE
CITY: NEW YORK
STATE: NY
ZIP: 10154
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BLACKSTONE FAMILY INVESTMENT PARTNERSHIP CAYMAN IV-A LP
CENTRAL INDEX KEY: 0001273171
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35167
FILM NUMBER: 11833615
MAIL ADDRESS:
STREET 1: BLACKSTONE GROUP
STREET 2: 345 PARK AVE
CITY: NEW YORK
STATE: NY
ZIP: 10154
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Kosmos Energy Ltd.
CENTRAL INDEX KEY: 0001509991
STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311]
IRS NUMBER: 980686001
STATE OF INCORPORATION: D0
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: CLARENDON HOUSE
STREET 2: 2 CHURCH STREET
CITY: HAMILTON
STATE: D0
ZIP: HM 11
BUSINESS PHONE: (214) 445-9600
MAIL ADDRESS:
STREET 1: 8176 PARK LANE
STREET 2: SUITE 500
CITY: DALLAS
STATE: TX
ZIP: 75231
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BLACKSTONE CAPITAL PARTNERS CAYMAN IV- A LP
CENTRAL INDEX KEY: 0001273170
STATE OF INCORPORATION: NY
FISCAL YEAR END: 1205
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35167
FILM NUMBER: 11833616
BUSINESS ADDRESS:
STREET 1: BLACKSTONE GROUP
STREET 2: BLACKSTONE GROUP
CITY: NEW YORK
STATE: NY
ZIP: 10154
BUSINESS PHONE: 212 455 7341
MAIL ADDRESS:
STREET 1: BLACKSTONE GROUP
STREET 2: 345 PARK AVE
CITY: NEW YORK
STATE: NY
ZIP: 10154
FORMER NAME:
FORMER CONFORMED NAME: BLACKSTONE CAPITAL PARTNERS CAYMAN IV- A LP
DATE OF NAME CHANGE: 20031212
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Blackstone Participation Partnership (Cayman) IV L.P.
CENTRAL INDEX KEY: 0001344486
STATE OF INCORPORATION: E9
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35167
FILM NUMBER: 11833613
BUSINESS ADDRESS:
STREET 1: C/O WALKERS, WALKER HOUSE
STREET 2: MARY STREET, PO BOX 908 GT
CITY: GEORGETOWN, GRAND CAYMAN
STATE: E9
ZIP: GT
BUSINESS PHONE: 345 945 3727
MAIL ADDRESS:
STREET 1: C/O WALKERS, WALKER HOUSE
STREET 2: MARY STREET, PO BOX 908 GT
CITY: GEORGETOWN, GRAND CAYMAN
STATE: E9
ZIP: GT
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Blackstone Family Investment Partnership (Cayman) IV-A SMD L.P.
CENTRAL INDEX KEY: 0001516550
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35167
FILM NUMBER: 11833614
BUSINESS ADDRESS:
STREET 1: C/O THE BLACKSTONE GROUP
STREET 2: 345 PARK AVENUE
CITY: NEW YORK
STATE: NY
ZIP: 10154
BUSINESS PHONE: 212-583-5000
MAIL ADDRESS:
STREET 1: C/O THE BLACKSTONE GROUP
STREET 2: 345 PARK AVENUE
CITY: NEW YORK
STATE: NY
ZIP: 10154
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BCP IV GP L.L.C.
CENTRAL INDEX KEY: 0001516552
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35167
FILM NUMBER: 11833618
BUSINESS ADDRESS:
STREET 1: C/O THE BLACKSTONE GROUP
STREET 2: 345 PARK AVENUE
CITY: NEW YORK
STATE: NY
ZIP: 10154
BUSINESS PHONE: 212-583-5000
MAIL ADDRESS:
STREET 1: C/O THE BLACKSTONE GROUP
STREET 2: 345 PARK AVENUE
CITY: NEW YORK
STATE: NY
ZIP: 10154
3
1
rrd311309.xml
FORM 3
X0203
3
2011-05-11
0
0001509991
Kosmos Energy Ltd.
KOS
0001516552
BCP IV GP L.L.C.
C/O THE BLACKSTONE GROUP L.P.
345 PARK AVENUE
NEW YORK
NY
10154
0
0
1
0
0001273169
BLACKSTONE CAPITAL PARTNERS CAYMAN IV LP
C/O THE BLACKSTONE GROUP L.P.
345 PARK AVENUE
NEW YORK
NY
10154
0
0
1
0
0001273170
BLACKSTONE CAPITAL PARTNERS CAYMAN IV- A LP
C/O THE BLACKSTONE GROUP L.P.
345 PARK AVENUE
NEW YORK
NY
10154
0
0
1
0
0001273171
BLACKSTONE FAMILY INVESTMENT PARTNERSHIP CAYMAN IV-A LP
C/O THE BLACKSTONE GROUP L.P.
345 PARK AVENUE
NEW YORK
NY
10154
0
0
1
0
0001516550
Blackstone Family Investment Partnership (Cayman) IV-A SMD L.P.
C/O THE BLACKSTONE GROUP L.P.
345 PARK AVENUE
NEW YORK
NY
10154
0
0
1
0
0001344486
Blackstone Participation Partnership (Cayman) IV L.P.
C/O THE BLACKSTONE GROUP L.P.
345 PARK AVENUE
NEW YORK
NY
10154
0
0
1
0
Series A Convertible Preferred Units
Common Shares
67046010
I
See Footnotes
Series B Convertible Preferred Units
Common Shares
45478980
I
See Footnotes
Series C Convertible Preferred Units
Common Shares
1984092
I
See Footnotes
C1 Units
Common Shares
3807630
I
See Footnotes
Series A Convertible Preferred Units
Common Shares
1093390
I
See Footnotes
Series B Convertible Preferred Units
Common Shares
741674
I
See Footnotes
Series C Convertible Preferred Units
Common Shares
32357
I
See Footnotes
C1 Units
Common Shares
62094
I
See Footnotes
Series A Convertible Preferred Units
Common Shares
1845716
I
See Footnotes
Series B Convertible Preferred Units
Common Shares
1122345
I
See Footnotes
Series C Convertible Preferred Units
Common Shares
52350
I
See Footnotes
C1 Units
Common Shares
100460
I
See Footnotes
Series A Convertible Preferred Units
Common Shares
1532489
I
See Footnotes
Series B Convertible Preferred Units
Common Shares
931875
I
See Footnotes
Series C Convertible Preferred Units
Common Shares
43466
I
See Footnotes
C1 Units
Common Shares
83413
I
See Footnotes
Series A Convertible Preferred Units
Common Shares
208082
I
See Footnotes
Series B Convertible Preferred Units
Common Shares
126533
I
See Footnotes
Series C Convertible Preferred Units
Common Shares
5899
I
See Footnotes
C1 Units
Common Shares
11325
I
See Footnotes
The securities underlying the derivative securities reported herein are issuable pursuant to the corporate reorganization (the "Corporate Reorganization") that will be completed simultaneously with, or prior to the closing (the "Closing") of the initial public offering of common shares, par value $0.01 (the "Common Shares") of Kosmos Energy Ltd., in exchange for the outstanding units of Kosmos Energy Holdings ("KEH"), which units are exchangeable pursuant to the Fourth Amended and Restated Operating Agreement of KEH upon the Closing based on the pre-offering equity value of such convertible preferred units.
These securities are held by Blackstone Capital Partners (Cayman) IV L.P. ("BCP Cayman IV"). Pursuant to the Corporate Reorganization, BCP Cayman IV has the right to acquire as of the date of this filing 118,316,711 Common Shares in connection with the Closing, which is expected to occur on May 16, 2011.
These securities are held by Blackstone Capital Partners (Cayman) IV-A L.P. ("BCP Cayman IV-A"). Pursuant to the Corporate Reorganization, BCP Cayman IV-A has the right to acquire as of the date of this filing 1,929,515 Common Shares in connection with the Closing, which is expected to occur on May 16, 2011.
These securities are held by Blackstone Family Investment Partnership (Cayman) IV-A L.P. ("BFIP"). Pursuant to the Corporate Reorganization, BFIP has the right to acquire as of the date of this filing 3,120,870 Common Shares in connection with the Closing, which is expected to occur on May 16, 2011.
These securities are held by Blackstone Family Investment Partnership (Cayman) IV-A SMD L.P. ("BFIP SMD"). Pursuant to the Corporate Reorganization, BFIP SMD has the right to acquire as of the date of this filing 2,591,243 Common Shares in connection with the Closing, which is expected to occur on May 16, 2011.
These securities are held by Blackstone Participation Partnership (Cayman) IV L.P. ("BPP"). Pursuant to the Corporate Reorganization, BPP has the right to acquire as of the date of this filing 351,839 Common Shares in connection with the Closing, which is expected to occur on May 16, 2011.
The general partner of BFIP SMD is Blackstone Family GP L.L.C. which is controlled by Mr. Stephen A. Schwarzman, its founder. The general partner of BCP Cayman IV and BCP Cayman IV-A is Blackstone Management Associates (Cayman) IV L.P. ("BMA"). A general partner of BMA, BFIP, and BPP is BCP IV GP L.L.C ("BCP IV"). Blackstone Holdings III L.P. is the sole member of BCP IV. The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is The Blackstone Group L.P. The general partner of The Blackstone Group L.P. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is controlled by Mr. Stephen A. Schwarzman, its founder.
Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.
Because no more than 10 reporting persons can file any one Form 3 through the Securities and Exchange Commission's EDGAR system, Blackstone Management Associates (Cayman) IV L.P., Blackstone Family GP L.L.C., Blackstone Holdings III L.P., Blackstone Holdings III GP L.P., Blackstone Holdings III GP Management L.L.C., The Blackstone Group L.P., Blackstone Group Management L.L.C. and Stephen A. Schwarzman have filed a separate Form 3.
/s/ Robert L. Friedman, Senior Managing Director for BCP IV GP L.L.C.
2011-05-11
/s/ Robert L. Friedman, Senior Managing Director, BCP IV GP L.L.C., general partner of Blackstone Management Associates (Cayman) IV L.P., general partner of Blackstone Capital Partners (Cayman) IV L.P.
2011-05-11
/s/ Robert L. Friedman, Senior Managing Director, BCP IV GP L.L.C., general partner of Blackstone Management Associates (Cayman) IV L.P., general partner of Blackstone Capital Partners (Cayman) IV-A L.P.
2011-05-11
/s/ Robert L. Friedman, Senior Managing Director, BCP IV GP L.L.C., general partner of Blackstone Family Investment Partnership (Cayman) IV-A L.P.
2011-05-11
/s/ Robert L. Friedman, Senior Managing Director, Blackstone Family GP L.L.C., general partner of Blackstone Family Investment Partnership (Cayman) IV-A SMD L.P.
2011-05-11
/s/ Robert L. Friedman, Senior Managing Director, BCP IV GP L.L.C., general partner of Blackstone Participation Partnership (Cayman) IV L.P.
2011-05-11