0001022321-12-000081.txt : 20120927
0001022321-12-000081.hdr.sgml : 20120927
20120927151554
ACCESSION NUMBER: 0001022321-12-000081
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20120925
FILED AS OF DATE: 20120927
DATE AS OF CHANGE: 20120927
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Evans Donald L
CENTRAL INDEX KEY: 0001484090
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-12295
FILM NUMBER: 121113026
MAIL ADDRESS:
STREET 1: 500 W TEXAS AVENUE
STREET 2: SUITE 960
CITY: MIDLAND
STATE: TX
ZIP: 79701
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
primary_doc.xml
PRIMARY DOCUMENT
X0306
4
2012-09-25
0
0001022321
GENESIS ENERGY LP
GEL
0001484090
Evans Donald L
500 W TEXAS AVENUE
SUITE 960
MIDLAND
TX
79701
1
0
0
0
Common Units - Class A
2012-09-25
4
M
0
305908
0
A
1351086
I
By Quintana Energy Partners II, L.P.
Common Units - Class A
2012-09-25
4
M
0
30780
0
A
135988
I
By QEP II Genesis TE Holdco, LP
Common Units - Class A
1618
I
By Quintana Capital Group GP, Ltd.
Common Units - Class A
6954
I
By Q GEI Holdings, LLC
Common Units - Class A
3338
I
By Quintana Capital Group II, L.P.
Common Units - Class A
2012-05-16
5
G
0
E
3000
0
D
101199
D
Common Units - Class A
2012-06-12
5
G
0
E
3000
0
D
98199
D
Common Units - Class A
2012-07-25
5
G
0
E
1700
0
D
96499
D
Common Units - Class A
2012-09-25
4
M
0
7652
0
A
104151
D
Waiver Units - Class 2
0
2012-09-25
4
M
0
305908
0
D
2012-08-14
2021-01-01
Common Units - Class A
305908
0
I
By Quintana Energy Partners II, L.P.
Waiver Units - Class 2
0
2012-09-25
4
M
0
30780
0
D
2012-08-14
2021-01-01
Common Units - Class !
30780
0
I
By QEP II Genesis TE Holdco, LP
Waiver Units - Class 2
0
2012-09-25
4
M
0
7652
0
D
2012-08-14
2021-01-01
Common Units - Class A
7652
0
D
Quintana Energy Partners II, L.P. ("QEP II") elected to convert 305,908 Waiver Units - Class 2 on September 25, 2012, which comprised all of the Waiver Units of that class owned by QEP II. The Waiver Units - Class 2 are convertible into Common Units - Class A on a one-for-one basis, resulting in QEP II's acquisition of a number of Common Units - Class A equal to the number of Waiver Units - Class 2 converted.
Each of QEP II and QEP II Genesis TE Holdco, LP ("Holdco") has (i) Quintana Capital Group II, L.P. as its general partner ("QCG II") (with Quintana Capital Group GP, Ltd. ("QCG GP") as the general partner of QCG II), (ii) management services provided by QEP Management Co., L.P. ("QEP Management") and (iii) membership interests in Q GEI Holdings, LLC ("Q GEI"). By virtue of the reporting person's relationship with or intersts in QCG GP,QCG II, QEP Management and Q GEI, he may be deemed to have shared voting and dispositive power over these securities.
Holdco elected to convert 30,780 Waiver Units - Class 2 on September 25, 2012, which comprised all of the Waiver Units of that class owned by Holdco. The Waiver Units - Class 2 are convertible into Common Units - Class A on a one-for-one basis, resulting in Holdco's acquisition of a number of Common Units - Class A equal to the number of Waiver Units - Class 2 converted.
The reporting person elected to convert 7,652 Waiver Units - Class 2 on September 25, 2012, which comprised all of the Waiver Units of that class owned by the reporting person. The Waiver Units - Class 2 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 2 converted.
The 104,151 Common Units - Class A owned by Donald L. Evans includes 94,753 Common Units - Class A (including 7,652 Waiver Units - Class 1 which were converted to Common Units - Class A) distributed from Don Evans Group, Ltd to Donald L. Evans in transactions exempt under Rule 16a-13.
The Waiver Units, among other rights, preferences and privileges, are entitled to quarterly distributions of $0.001786 per Waiver Unit and are convertible into Common Units - Class A 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 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 2 became convertible on August 14, 2012.
Waiver Units that have not become convertible by January 1, 2021 shall, as of the close of business on such date, automatically be cancelled.
Donald L Evans
2012-09-25