0000899243-18-017543.txt : 20180620 0000899243-18-017543.hdr.sgml : 20180620 20180620210921 ACCESSION NUMBER: 0000899243-18-017543 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20180618 FILED AS OF DATE: 20180620 DATE AS OF CHANGE: 20180620 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BCP Energy Services Fund UGP, LLC CENTRAL INDEX KEY: 0001743507 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38523 FILM NUMBER: 18910760 BUSINESS ADDRESS: STREET 1: 400 CONVENTION STREET, SUITE 1010 CITY: BATON ROUGE STATE: LA ZIP: 70802 BUSINESS PHONE: 5028155062 MAIL ADDRESS: STREET 1: 400 CONVENTION STREET, SUITE 1010 CITY: BATON ROUGE STATE: LA ZIP: 70802 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BCP Energy Services Fund GP, LP CENTRAL INDEX KEY: 0001743508 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38523 FILM NUMBER: 18910761 BUSINESS ADDRESS: STREET 1: 400 CONVENTION STREET, SUITE 1010 CITY: BATON ROUGE STATE: LA ZIP: 70802 BUSINESS PHONE: 5028155062 MAIL ADDRESS: STREET 1: 400 CONVENTION STREET, SUITE 1010 CITY: BATON ROUGE STATE: LA ZIP: 70802 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BCP ENERGY SERVICES FUND-A, LP CENTRAL INDEX KEY: 0001620883 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38523 FILM NUMBER: 18910762 BUSINESS ADDRESS: STREET 1: 400 CONVENTION STREET CITY: BATON ROUGE STATE: LA ZIP: 70802 BUSINESS PHONE: (225) 228-2501 MAIL ADDRESS: STREET 1: 400 CONVENTION STREET CITY: BATON ROUGE STATE: LA ZIP: 70802 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BCP ENERGY SERVICES FUND, LP CENTRAL INDEX KEY: 0001620882 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38523 FILM NUMBER: 18910763 BUSINESS ADDRESS: STREET 1: 400 CONVENTION STREET CITY: BATON ROUGE STATE: LA ZIP: 70802 BUSINESS PHONE: (225) 228-2501 MAIL ADDRESS: STREET 1: 400 CONVENTION STREET CITY: BATON ROUGE STATE: LA ZIP: 70802 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Charah Holdings GP LLC CENTRAL INDEX KEY: 0001743505 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38523 FILM NUMBER: 18910764 BUSINESS ADDRESS: STREET 1: 400 CONVENTION STREET, SUITE 1010 CITY: BATON ROUGE STATE: LA ZIP: 70802 BUSINESS PHONE: 5028155062 MAIL ADDRESS: STREET 1: 400 CONVENTION STREET, SUITE 1010 CITY: BATON ROUGE STATE: LA ZIP: 70802 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Charah Holdings LP CENTRAL INDEX KEY: 0001743465 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38523 FILM NUMBER: 18910765 BUSINESS ADDRESS: STREET 1: 400 CONVENTION STREET, SUITE 1010 CITY: BATON ROUGE STATE: LA ZIP: 70802 BUSINESS PHONE: 502-815-5062 MAIL ADDRESS: STREET 1: 400 CONVENTION STREET, SUITE 1010 CITY: BATON ROUGE STATE: LA ZIP: 70802 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: JENKINS JEFFREY SCOTT CENTRAL INDEX KEY: 0001743809 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38523 FILM NUMBER: 18910766 MAIL ADDRESS: STREET 1: C/O CHARAH HOLDINGS STREET 2: 400 CONVENTION STREET, SUITE 1010 CITY: BATON ROUGE STATE: LA ZIP: 70802 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BERNHARD JAMES M JR CENTRAL INDEX KEY: 0000940082 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38523 FILM NUMBER: 18910767 MAIL ADDRESS: STREET 1: 4171 ESSEN LANE STREET 2: 1ST FLOOR CITY: BATON ROUGE STATE: LA ZIP: 70809 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Charah Solutions, Inc. CENTRAL INDEX KEY: 0001730346 STANDARD INDUSTRIAL CLASSIFICATION: HAZARDOUS WASTE MANAGEMENT [4955] IRS NUMBER: 824228671 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 12601 PLANTSIDE DRIVE CITY: LOUISVILLE STATE: KY ZIP: 40299 BUSINESS PHONE: 502-815-5062 MAIL ADDRESS: STREET 1: 12601 PLANTSIDE DRIVE CITY: LOUISVILLE STATE: KY ZIP: 40299 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2018-06-18 0 0001730346 Charah Solutions, Inc. CHRA 0001743507 BCP Energy Services Fund UGP, LLC 400 CONVENTION STREET, SUITE 1010 BATON ROUGE LA 70802 0 0 1 0 0001743508 BCP Energy Services Fund GP, LP 400 CONVENTION STREET, SUITE 1010 BATON ROUGE LA 70802 0 0 1 0 0001620883 BCP ENERGY SERVICES FUND-A, LP 400 CONVENTION STREET, SUITE 1010 BATON ROUGE LA 70802 1 0 1 0 0001620882 BCP ENERGY SERVICES FUND, LP 400 CONVENTION STREET, SUITE 1010 BATON ROUGE LA 70802 1 0 1 0 0001743505 Charah Holdings GP LLC 400 CONVENTION STREET, SUITE 1010 BATON ROUGE, LA 70802 0 0 1 0 0001743465 Charah Holdings LP 400 CONVENTION STREET, SUITE 1010 BATON ROUGE LA 70802 1 0 1 0 0001743809 JENKINS JEFFREY SCOTT 400 CONVENTION STREET, SUITE 1010 BATON ROUGE LA 70802 0 0 1 0 0000940082 BERNHARD JAMES M JR 400 CONVENTION STREET, SUITE 1010 BATON ROUGE LA 70802 0 0 1 0 Common Stock 2018-06-18 4 A 0 3493884 A 3493884 I See Footnotes Common Stock 2018-06-18 4 A 0 8068844 A 8068844 I See Footnotes Common Stock 2018-06-18 4 A 0 5952017 A 5952017 I See Footnotes Common Stock 2018-06-18 4 D 0 410699 11.16 D 3083185 I See Footnotes Common Stock 2018-06-18 4 D 0 948477 11.16 D 7120367 I See Footnotes Common Stock 2018-06-18 4 D 0 699648 11.16 D 5252369 I See Footnotes Such reporting person acquired these securities in accordance with that certain Master Reorganization Agreement, dated June 13, 2018, by and among Charah Solutions, Inc. (the "Issuer"), such reporting persons and the other parties thereto. BCP Energy Services Fund UGP, LLC ("BCP Energy Services Fund UGP ") is the sole general partner of BCP Energy Services Fund GP, LP ("BCP Energy Services Fund GP "), which is the sole general partner of both BCP Energy Services Fund, LP ("BCP Energy Services Fund") and BCP Energy Services Fund-A, LP ("BCP Energy Services Fund-A"). BCP Energy Services Fund, LP and BCP Energy Services Fund-A, LP have dispositive voting power over Charah Holdings GP LLC ("Charah Holdings GP"), which is the sole general partner of Charah Holdings LP ("Charah Holdings"). BCP Energy Services Fund UGP is managed by J.M. Bernhard, Jr. and Jeffrey Jenkins. By reason of the provisions of Rule 16a-1 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), (i) each of Messrs. Bernhard and Jenkins, BCP Energy Services Fund UGP and BCP Energy Services Fund GP may be deemed to have an indirect pecuniary interest in the securities held directly by Charah Holdings, (Continued from footnote 2) BCP Energy Services Fund and BCP Energy Services Fund-A and each of BCP Energy Services Fund and BCP Energy Services Fund-A may be deemed to have an indirect pecuniary interest in the securities held directly by Charah Holdings. In accordance with Instruction 4(b)(iv), the entire amount of the securities held by each of Charah Holdings, BCP Energy Services Fund and BCP Energy Services Fund-A are reported herein. Each reporting person disclaims beneficial ownership of any securities that are not directly owned by such reporting person, except to the extent of their indirect pecuniary interest therein. Each reporting person disclaims beneficial ownership of any securities that are not directly owned by such reporting person, except to the extent of their indirect pecuniary interest therein. Shares held directly by Charah Holdings LP. Shares held directly by BCP Energy Services Fund-A, LP. Shares held directly by BCP Energy Services Fund, LP. In connection with the Issuer's initial public offering, sold by such Reporting Person as a selling stockholder pursuant to a registration statement on Form S-1 (Registration No. 333-225051), as amended, initially filed with the Securities and Exchange Commission by the Issuer on May 18, 2018. Represents the price to the public less underwriting discounts and commissions in the Issuer's initial public offering. In connection with the closing of the Issuer's initial public offering, Charah Holdings, BCP Energy Services Fund and BCP Energy Services Fund-A entered into the Stockholders' Agreement (the "Stockholders' Agreement"), pursuant to which Charah Holdings, BCP Energy Services Fund and BCP Energy Services Fund-A have the right to nominate designees to the Board of Directors of the Issuer, subject to ownership thresholds set forth in the Stockholders' Agreement. As a result, each Reporting Person herein may be deemed a director by deputization for the purposes of Section 16 of the Securities Exchange Act of 1934, as amended. In addition, the Reporting Persons may be deemed to be members of a group holding over 10% of the outstanding common stock of the Issuer for the purposes of Section 13(d)(3) of the Exchange Act. BCP Energy Services Fund UGP, LLC, By: Jeffrey Jenkins, authorized representative; /s/ Jeffrey Jenkins 2018-06-20 EX-99.1 2 attachment1.htm EX-99.1 DOCUMENT 

                                 Exhibit 99.1

                       JOINT FILERS' NAMES AND ADDRESSES


1.  Name:       BCP Energy Services Fund GP, LP
    Address:    400 Convention Street, Suite 1010
                Baton Rouge, LA 70802

2.  Name:       BCP Energy Services Fund-A, LP
    Address:    400 Convention Street, Suite 1010
                Baton Rouge, LA 70802

3.  Name:       BCP Energy Services Fund, LP
    Address:    400 Convention Street, Suite 1010
                Baton Rouge, LA 70802

4.  Name:       Charah Holdings GP LLC
    Address:    400 Convention Street, Suite 1010
                Baton Rouge, LA 70802

5.  Name:       Charah Holdings LP
    Address:    400 Convention Street, Suite 1010
                Baton Rouge, LA 70802

6.  Name:       James Bernhard
    Address:    400 Convention Street, Suite 1010
                Baton Rouge, LA 70802

7.  Name:       Jeffrey Jenkins
    Address:    400 Convention Street, Suite 1010
                Baton Rouge, LA 7080
EX-99.2 3 attachment2.htm EX-99.2 DOCUMENT 

                                  Exhibit 99.2

                           JOINT FILERS' SIGNATURES

BCP Energy Services Fund GP, LP

By: BCP Energy Services Fund UGP, LLC, its general partner


By: /s/ Jeffrey Jenkins                           Date: June 20, 2018
    ------------------------------
    Name:  Jeffrey Jenkins
    Title: Authorized Person


BCP Energy Services Fund-A, LP

By:  BCP Energy Services Fund GP, LP, its general partner

By: BCP Energy Services Fund UGP, LLC, its general partner


By: /s/ Jeffrey Jenkins                           Date: June 20, 2018
    ------------------------------
    Name:  Jeffrey Jenkins
    Title: Authorized Person


BCP Energy Services Fund, LP

By:  BCP Energy Services Fund GP, LP, its general partner

By: BCP Energy Services Fund UGP, LLC, its general partner


By: /s/ Jeffrey Jenkins                           Date: June 20, 2018
    ------------------------------
    Name:  Jeffrey Jenkins
    Title: Authorized Person


Charah Holdings GP LLC

By: /s/ Mark Spender                              Date: June 20, 2018
    ------------------------------
    Name:  Mark Spender
    Title: Authorized Person

Charah Holdings LP

By:  Charah Holdings GP LLC, its general partner

By: /s/ Mark Spender                               Date: June 20, 2018
    ------------------------------
    Name:  Mark Spender
    Title: Authorized Person

James Bernhard

By: /s/ James Bernhard                             Date: June 20, 2018
    ------------------------------


Jeffrey Jenkins
By: /s/ Jeffrey Jenkins                            Date: June 20, 2018
    ------------------------------