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CorEnergy Infrastructure Trust, Inc.
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(Name of Issuer)
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Common Shares
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(Title of Class of Securities)
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21870U205
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(CUSIP Number)
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August 3, 2015
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(Date of Event Which Requires Filing of this Statement)
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CUSIP No.
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21870U205
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1.
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NAME OF REPORTING PERSONS
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I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
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Whitebox Advisors LLC
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2.
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
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(a) [_]
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(b) [X]
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3.
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SEC USE ONLY
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4.
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Delaware
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5.
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SOLE VOTING POWER
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0
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6.
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SHARED VOTING POWER
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4,318,183 (see Item 4)
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7.
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SOLE DISPOSITIVE POWER
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0
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8.
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SHARED DISPOSITIVE POWER
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4,318,183 (see Item 4)
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9.
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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4,318,183(see Item 4)
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10.
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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[_]
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11.
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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6.8% (see Item 4)
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12.
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IA
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CUSIP No.
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21870U205
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1.
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NAME OF REPORTING PERSONS
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I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
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Whitebox General Partner LLC
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2.
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
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(a) [_]
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(b) [X]
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3.
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SEC USE ONLY
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4.
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Delaware
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5.
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SOLE VOTING POWER
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0
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6.
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SHARED VOTING POWER
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4,149,395 (see Item 4)
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7.
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SOLE DISPOSITIVE POWER
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0
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8.
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SHARED DISPOSITIVE POWER
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4,149,395 (see Item 4)
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9.
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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4,149,395 (see Item 4)
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10.
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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[_]
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11.
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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6.5% (see Item 4)
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12.
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
OO
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CUSIP No.
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21870U205
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Item 1.
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(a).
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Name of Issuer:
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CorEnergy Infrastructure Trust, Inc.
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(b).
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Address of issuer's principal executive offices:
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1100 Walnut, Ste. 3350
Kansas City, MO 64106
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Item 2.
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(a).
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Name of person filing:
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This statement is filed by:
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(i)
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Whitebox Advisors LLC, a Delaware limited liability company ("WA");
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(ii)
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Whitebox General Partner LLC, a Delaware limited liability company ("WGP").
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(b).
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Address or principal business office or, if none, residence:
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The address of the business office of WA and WGP is:
3033 Excelsior Boulevard
Suite 300
Minneapolis, MN 55416
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(c).
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Citizenship:
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WA and WGP are organized under the laws of the state of Delaware.
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(d).
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Title of class of securities:
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Common Shares
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(e).
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CUSIP No.:
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21870U205
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Item 3.
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If This Statement is filed pursuant to §§.240.13d-1(b) or 240.13d-2(b), or (c), check whether the person filing is a
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(a)
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[_]
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Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).
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(b)
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[_]
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Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
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(c)
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[_]
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Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
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(d)
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[_]
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Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).
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(e)
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[_]
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An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
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(f)
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[_]
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An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
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(g)
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[_]
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A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);
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(h)
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[_]
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A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C.1813);
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(i)
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[_]
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A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
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(j)
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[_]
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A non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J);
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(k)
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[_]
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Group, in accordance with §240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J), please specify the type of institution:
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CUSIP No.
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21870U205
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Item 4.
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Ownership.
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(a)
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Amount beneficially owned:
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WA is deemed to be the beneficial owner of 4,318,183Common Shares as a result of its ownership of Convertible Bonds of the Issuer.
WGP is deemed to be the beneficial owner of 4,149,395Common Shares as a result of its ownership of Convertible Bonds of the Issuer.
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(b)
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Percent of class:
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WA is deemed to be the beneficial owner of 6.8% of the Issuer's Common Shares.
WGP is deemed to be the beneficial owner of 6.5 % of the Issuer's Common Shares.
The percentage of Common Shares reportedly owned by each entity herein is based on 59,616,067 shares of outstanding Common Shares of the Issuer, which is the total number of shares outstanding on July 31, 2015.
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(c)
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Number of shares as to which the person has:
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(i)
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Sole power to vote or to direct the vote
0
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(ii)
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Shared power to vote or to direct the vote
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WA has shared voting power with respect to 4,318,183 Common Shares.
WGP has shared voting power with respect to 4,149,395 Common Shares.
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(iii)
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Sole power to dispose or to direct the disposition of
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0
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(iv)
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Shared power to dispose or to direct the disposition of
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WA has shared voting power with respect to 4,318,183 Common Shares.
WGP has shared voting power with respect to 4,149,395 Common Shares.
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Instruction: For computations regarding securities which represent a right to acquire an underlying security see §240.13d-3(d)(1).
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Item 5.
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Ownership of Five Percent or Less of a Class.
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If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following [_]*.
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Instruction: Dissolution of a group requires a response to this item.
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Item 6.
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Ownership of More Than Five Percent on Behalf of Another Person.
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All of the Reported Shares are held in the accounts of WA's clients, none of which individually own more than 5% of the Issuer's Common Shares.
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Item 7.
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Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
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Not Applicable
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Item 8.
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Identification and Classification of Members of the Group.
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Not Applicable
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Item 9.
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Notice of Dissolution of Group.
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Not Applicable
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Item 10.
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Certification.
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By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the Issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.
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08/12/15
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(Date)
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/s/ Michael P. McCormick
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(Signature)
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Michael P. McCormick as Chief Financial Officer of Whitebox Advisors LLC.
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(Name/Title)
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08/12/15
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(Date)
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/s/ Michael P. McCormick
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(Signature)
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Michael P. McCormick as Authorized Person of Whitebox General Partner LLC.
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(Name/Title)
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08/12/15
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(Date)
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/s/ Michael P. McCormick
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(Signature)
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Michael P. McCormick as Chief Financial Officer of Whitebox Advisors LLC.
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(Name/Title)
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08/12/15
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(Date)
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/s/ Michael P. McCormick
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(Signature)
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Michael P. McCormick as Authorized Person of Whitebox General Partner LLC.
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(Name/Title)
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