-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, RJC2e+apw7s3qZG8+Woo7buPhDG9PO2GKdh0BXiE1vQVDp/gOj6Py1vtA+igCmPh bvEmu0Os7ATN5YvsJBXiog== 0001104659-04-004714.txt : 20040217 0001104659-04-004714.hdr.sgml : 20040216 20040217141159 ACCESSION NUMBER: 0001104659-04-004714 CONFORMED SUBMISSION TYPE: 5 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20031231 FILED AS OF DATE: 20040217 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: CROSSTEX ENERGY LP CENTRAL INDEX KEY: 0001179060 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 161616605 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 MAIL ADDRESS: STREET 1: 2501 CEDAR SPRINGS STREET 2: STE 600 CITY: DALLAS STATE: TX ZIP: 75201 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: LAWRENCE BRYAN H CENTRAL INDEX KEY: 0001210010 FILING VALUES: FORM TYPE: 5 SEC ACT: 1934 Act SEC FILE NUMBER: 000-50067 FILM NUMBER: 04607082 BUSINESS ADDRESS: STREET 1: C/O CROSSTEX ENERGY HOLDINGS INC STREET 2: 2501 CEDAR SPRINGS STE 600 CITY: DALLAS STATE: TX ZIP: 75201 BUSINESS PHONE: 2149539500 MAIL ADDRESS: STREET 1: C/O CROSSTEX ENERGY HOLDINGS INC STREET 2: 2501 CEDAR SPRINGS STE 600 CITY: DALLAS STATE: TX ZIP: 75201 5 1 a5.xml 5 X0201 5 2003-12-31 0 0 0 0001179060 CROSSTEX ENERGY LP XTEX 0001210010 LAWRENCE BRYAN H 410 PARK AVENUE NEW YORK NY 10022 1 0 1 0 Common units representing limited partnership interests 237641 I By Crosstex Holdings, L.P. See footnote Common Units representing limited partnership interests 3330530 3330530 I By Crosstex Holdings, L.P. These securities were issued to Crosstex Energy, Inc. (formerly known as Crosstex Energy Holdings Inc.) upon the closing of the Issuer's initial public offering December 17, 2002. Crosstex Energy, Inc. assigned ownership of these securities to Crosstex Holdings, L.P., an indirect wholly-owned subsidiary of Crosstex Energy, Inc., in October, 2003. Bryan H. Lawrence is a member and manager of the general partner of both Yorktown Energy Partners IV, L.P. and Yorktown Energy Partners V, L.P., which beneficially own securities in Crosstex Energy, Inc. representing approximately 57.07% and 14.29%, respectively, of the voting power thereof. Crosstex Energy, Inc. indirectly owns Crosstex Holdings, L.P. Crosstex Holdings, L.P. directly owns Crosstex Energy GP, LLC, the general partner of Crosstex Energy GP, L.P., which owns a 2% general partner interest in the Issuer. In addition, Crosstex Holdings, L.P. owns 330,000 of the Issuer's common units representing limited partnership interests and 4,677,000 of the Issuer's subordinated units representing limited partnership interests. As a result, Yorktown Energy Partners IV, L.P. may be deemed to be the beneficial owner of a portion of the common units and subordinated units owned by Crosstex Holdings, L.P. Mr. Lawrence disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein, and the inclusion of these securities shall not be deemed an admission of beneficial ownership of all of the securities held by Crosstex Holdings, L.P. for purposes of Section 16 or for any other purpose. Subordinated units representing limited partnership interests The subordination period will end once the financial tests in the Issuer's partnership agreement are met. When the subordination period ends, each remaining subordinated unit will convert into one common unit. Bryan H. Lawrence is a member of the board of directors of Crosstex Energy GP, LLC, the general partner of Crosstex Energy GP, L.P., which owns a 2% general partner interest in the Issuer. /s/ Leslie J. Wylie, by power of attorney 2004-02-17 EX-24 3 ex-24.htm EX-24

Exhibit 24

 

POWER OF ATTORNEY

For Executing Forms 3, 4 and 5

 

                Know all by these presents, that the undersigned hereby constitutes and appoints each of Barry E. Davis, William W. Davis and Leslie J. Wylie, signing singly, as the undersigned’s true and lawful attorneys-in-fact to:

 

(1)                                  execute for and on behalf of the undersigned, in the undersigned’s capacity as an officer, designated insider and/or director of Crosstex Energy, L.P. (the “Company”), Forms 3, 4 and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934, as amended, and the rules promulgated thereunder;

 

(2)                                  do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4 or 5, complete and execute any amendment or amendments thereto and timely file such form with the United States Securities and Exchange Commission and any stock exchange or similar authority; and

 

(3)                                  take any other action of any type whatsoever in connection with the foregoing which, in the opinion of either such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by either such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such signing attorney-in-fact may approve in his discretion.

 

                The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or his substitute or substitutes, shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted.  The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned’s responsibilities to comply with Section 16 of the Securities Exchange Act of 1934.

 

                This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4 and 5 with respect to the undersigned’s holdings of and transactions in securities relating to the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.

 

                IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 3rd day of February, 2004.

 

 

 

/s/ Bryan H. Lawrence

 

Signature

 

 

 

Bryan H. Lawrence

 

Printed Name

 

 

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