0001209191-15-035646.txt : 20150423 0001209191-15-035646.hdr.sgml : 20150423 20150423122923 ACCESSION NUMBER: 0001209191-15-035646 CONFORMED SUBMISSION TYPE: 4/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20140813 FILED AS OF DATE: 20150423 DATE AS OF CHANGE: 20150423 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: WHITEBOX INSTITUTIONAL PARTNERS, LP CENTRAL INDEX KEY: 0001549526 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-36550 FILM NUMBER: 15787398 BUSINESS ADDRESS: STREET 1: 3033 EXCELSIOR BLVD STREET 2: SUITE 300 CITY: MINNEAPOLIS STATE: MN ZIP: 55416 BUSINESS PHONE: 612-253-6001 MAIL ADDRESS: STREET 1: 3033 EXCELSIOR BLVD STREET 2: SUITE 300 CITY: MINNEAPOLIS STATE: MN ZIP: 55416 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Whitebox Special Opportunities Fund, LP - Series O CENTRAL INDEX KEY: 0001525513 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-36550 FILM NUMBER: 15787399 BUSINESS ADDRESS: STREET 1: 3033 EXCELSIOR BLVD STREET 2: SUITE 300 CITY: MINNEAPOLIS STATE: MN ZIP: 55416 BUSINESS PHONE: 612-253-6001 MAIL ADDRESS: STREET 1: 3033 EXCELSIOR BLVD STREET 2: SUITE 300 CITY: MINNEAPOLIS STATE: MN ZIP: 55416 FORMER NAME: FORMER CONFORMED NAME: Whitebox Options Fund I, Series O of Whitebox Special Opportunities Fund, LP DATE OF NAME CHANGE: 20110712 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Whitebox Concentrated Convertible Arbitrage Partners, L.P. CENTRAL INDEX KEY: 0001311162 STATE OF INCORPORATION: D8 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-36550 FILM NUMBER: 15787401 BUSINESS ADDRESS: STREET 1: 3033 EXCELSIOR BOULEVARD STREET 2: SUITE 300 CITY: MINNEAPOLIS STATE: MN ZIP: 55416 BUSINESS PHONE: 612-253-6001 MAIL ADDRESS: STREET 1: 3033 EXCELSIOR BOULEVARD STREET 2: SUITE 300 CITY: MINNEAPOLIS STATE: MN ZIP: 55416 FORMER NAME: FORMER CONFORMED NAME: Whitebox Convertible Arbitrage Partners, L.P. DATE OF NAME CHANGE: 20041210 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Whitebox Credit Arbitrage Partners, L.P. CENTRAL INDEX KEY: 0001311165 STATE OF INCORPORATION: D8 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-36550 FILM NUMBER: 15787402 BUSINESS ADDRESS: STREET 1: 3033 EXCELSIOR BOULEVARD STREET 2: SUITE 300 CITY: MINNEAPOLIS STATE: MN ZIP: 55416 BUSINESS PHONE: 612-253-6001 MAIL ADDRESS: STREET 1: 3033 EXCELSIOR BOULEVARD STREET 2: SUITE 300 CITY: MINNEAPOLIS STATE: MN ZIP: 55416 FORMER NAME: FORMER CONFORMED NAME: Whitebox Hedged High Yield Partners, L.P. DATE OF NAME CHANGE: 20041210 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: WHITEBOX ASYMMETRIC PARTNERS LP CENTRAL INDEX KEY: 0001502255 STATE OF INCORPORATION: E9 FISCAL YEAR END: 0210 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-36550 FILM NUMBER: 15787404 BUSINESS ADDRESS: STREET 1: 42 NORTH CHURCH ST CITY: GRAND CAYMAN STATE: E9 ZIP: KY1-1108 BUSINESS PHONE: 612-253-6001 MAIL ADDRESS: STREET 1: 3033 EXCELSIOR BLVD STREET 2: SUITE 300 CITY: MINNEAPOLIS STATE: MN ZIP: 55416 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: PAR PETROLEUM CORP/CO CENTRAL INDEX KEY: 0000821483 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 841060803 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 800 GESSNER ROAD, SUITE 875 CITY: HOUSTON STATE: TX ZIP: 77024 BUSINESS PHONE: 7139693293 MAIL ADDRESS: STREET 1: 800 GESSNER ROAD, SUITE 875 CITY: HOUSTON STATE: TX ZIP: 77024 FORMER COMPANY: FORMER CONFORMED NAME: DELTA PETROLEUM CORP/CO DATE OF NAME CHANGE: 19920703 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Pandora Select Partners, L.P. CENTRAL INDEX KEY: 0001311923 STATE OF INCORPORATION: D8 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-36550 FILM NUMBER: 15787400 BUSINESS ADDRESS: STREET 1: 3033 EXCELSIOR BOULEVARD STREET 2: SUITE 300 CITY: MINNEAPOLIS STATE: MN ZIP: 55416 BUSINESS PHONE: 612-253-6001 MAIL ADDRESS: STREET 1: 3033 EXCELSIOR BOULEVARD STREET 2: SUITE 300 CITY: MINNEAPOLIS STATE: MN ZIP: 55416 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: WHITEBOX ADVISORS LLC CENTRAL INDEX KEY: 0001257391 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-36550 FILM NUMBER: 15787405 BUSINESS ADDRESS: STREET 1: 3033 EXCELSIOR BLVD. STREET 2: SUITE 300 CITY: MINNEAPOLIS STATE: MN ZIP: 55416 BUSINESS PHONE: 612-253-6001 MAIL ADDRESS: STREET 1: 3033 EXCELSIOR BLVD. STREET 2: SUITE 300 CITY: MINNEAPOLIS STATE: MN ZIP: 55416 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Whitebox Mutual Funds CENTRAL INDEX KEY: 0001523624 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-36550 FILM NUMBER: 15787397 BUSINESS ADDRESS: STREET 1: 3033 EXCELSIOR BLVD. STREET 2: SUITE 300 CITY: MINNEAPOLIS STATE: MN ZIP: 55416 BUSINESS PHONE: 612-253-6001 MAIL ADDRESS: STREET 1: 3033 EXCELSIOR BLVD. STREET 2: SUITE 300 CITY: MINNEAPOLIS STATE: MN ZIP: 55416 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Whitebox Multi-Strategy Partners LP CENTRAL INDEX KEY: 0001452149 STATE OF INCORPORATION: D8 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-36550 FILM NUMBER: 15787403 BUSINESS ADDRESS: STREET 1: WATERFRONT DRIVE STREET 2: WICKHAM'S CAY 1 CITY: ROAD TOWN, TORTOLA STATE: D8 ZIP: 00000 BUSINESS PHONE: 612-253-6001 MAIL ADDRESS: STREET 1: 3033 EXCELSIOR BOULEVARD STREET 2: SUITE 300 CITY: MINNEAPOLIS STATE: MN ZIP: 55416 FORMER NAME: FORMER CONFORMED NAME: Whitebox Combined Partners LP DATE OF NAME CHANGE: 20081215 4/A 1 doc4a.xml FORM 4/A SUBMISSION X0306 4/A 2014-08-13 2014-09-02 0 0000821483 PAR PETROLEUM CORP/CO PARR 0001257391 WHITEBOX ADVISORS LLC 3033 EXCELSIOR BLVD., SUITE 300 MINNEAPOLIS MN 55416 0 0 1 1 See Remarks below 0001502255 WHITEBOX ASYMMETRIC PARTNERS LP 3033 EXCELSIOR BOULEVARD, SUITE 300 MINNEAPOLIS MN 55416 0 0 1 1 See Remarks Below 0001452149 Whitebox Multi-Strategy Partners LP 3033 EXCELSIOR BOULEVARD, SUITE 300 MINNEAPOLIS MN 55416 0 0 1 1 See Remarks Below 0001311165 Whitebox Credit Arbitrage Partners, L.P. 3033 EXCELSIOR BOULEVARD, SUITE 300 MINNEAPOLIS MN 55416 0 0 1 1 See Remarks Below 0001311162 Whitebox Concentrated Convertible Arbitrage Partners, L.P. 3033 EXCELSIOR BOULEVARD, SUITE 300 MINNEAPOLIS MN 55416 0 0 1 1 See Remarks Below 0001311923 Pandora Select Partners, L.P. 3033 EXCELSIOR BOULEVARD, SUITE 300 MINNEAPOLIS MN 55416 0 0 1 1 See Remarks Below 0001525513 Whitebox Special Opportunities Fund, LP - Series O 3033 EXCELSIOR BOULEVARD, SUITE 300 MINNEAPOLIS MN 55416 0 0 1 1 See Remarks Below 0001549526 WHITEBOX INSTITUTIONAL PARTNERS, LP 3033 EXCELSIOR BOULEVARD, SUITE 300 MINNEAPOLIS MN 55416 0 0 1 1 See Remarks Below 0001523624 Whitebox Mutual Funds 3033 EXCELSIOR BOULEVARD, SUITE 300 MINNEAPOLIS MN 55416 0 0 1 1 See Remarks Below Common Stock 2014-08-13 4 X 0 1495400 16.00 A 8616576 I See Footnote Subscription rights (right to buy) 16.00 2014-08-13 4 X 0 7121151 0.00 D 2014-07-22 2014-08-13 Common Stock 1495400 0 I See Footnote Warrants (right to buy) 0.10 2012-08-31 2022-08-31 Common Stock 345135 345135 I See Footnote In connection with the Issuer's registered rights offering that commenced on July 22, 2014 (the "Rights Offering"), the Reporting Persons identified in footnote (2) irrevocably exercised their basic subscription rights to purchase up to their pro rata portion of the total number of shares of Issuer common stock to be issued in the Rights Offering at a price of $16.00 per share. On August 13, 2014, the subscription period ended and on August 14, 2014 the Issuer announced that the Rights Offering was fully subscribed through the exercise of basic subscription and oversubscription rights. As a result of the Rights Offering being fully subscribed, the aggregate number of shares of Issuer common stock subscribed for and purchased by the Reporting Persons identified in footnote (2) became fixed at 1,495,400 shares. Shares are held (and subscription rights were held) directly by Whitebox Asymmetric Partners, L.P. ("WAP"), Whitebox Multi-Strategy Partners, L.P. ("WMSP"), Whitebox Credit Arbitrage Partners, L.P. ("WCRAP"), Whitebox Concentrated Convertible Arbitrage Partners, L.P. ("WCCAP"), Pandora Select Partners, L.P. ("PSP"), Whitebox Special Opportunities Fund, L.P. - Series O ("WSOF"), Whitebox Institutional Partners, L.P. ("WIP") and Whitebox Tactical Opportunities Fund ("WTOF"), which is a series of Whitebox Mutual Funds, a Delaware investment trust. Indirect beneficial ownership is attributable to Whitebox Advisors LLC ("WA") (i) as managing member of Whitebox Asymmetric Advisors, LLC ("WAA"), Whitebox Multi-Strategy Advisors, LLC ("WMSA"), Whitebox Credit Arbitrage Advisors, LLC ("WCRAA"), Whitebox Concentrated Convertible Arbitrage Advisors, LLC ("WCCAA"), Pandora Select Advisors, LLC ("PSA"), and Whitebox Special Opportunities Advisors, LLC ("WSOA"), which act as general partners to WAP, WMSP, WCRAP, WCCAP, PSP and WSOF, respectively; (ii) as general partner to WIP and (iii) as investment adviser to WTOF. Under the terms of the Rights Offering, each share of Issuer common stock outstanding on July 21, 2014 received one transferable subscription right to purchase 0.21 shares of Issuer common stock at a subscription price equal to $16.00 per whole share (subject to rounding down to avoid the issuance of fractional shares). Warrants that may be exercised to acquire shares of the Issuer's common stock are held directly by the Reporting Persons identified in footnote (6), and were originally acquired by such Reporting Persons on August 31, 2012 and reported in a Form 3 filed on September 12, 2012. The number of warrant shares currently disclosed reflects the effect of anti-dilution adjustments since that time in connection with the Issuer's 1 for 10 reverse stock split and issuances of additional common stock by the Issuer in settlement of previously unresolved claims under the Issuer's Chapter 11 Plan of Reorganization. Warrants are held directly by WAP, WMSP, WCRAP, WCCAP and PSP. This amendment has been filed solely to correct the total number of Issuer common shares beneficical owned as reported in column 5 of Table I and to correct the number of warrants beneficially owned as reported in columns 7 and 9 of Table II, in each case to reflect revised anti-dilution adjustments in connection with the Issuers's 1 for 10 reverse stock split. Based on the relationships described in notes (2) and (3), the entities referenced therein may be deemed to constitute a group for purposes of Rule 13d-5(b)(1) under the Securities Exchange Act of 1934. The filing of this statement shall not be construed as an admission that WA, WAA, WMSA, WCRAA, WCCAA, PSA, WSOA, WAP, WMSP, WCRAP, WCCAP, PSP, WSOF, WIP and WTOF are a group, or have agreed to act as a group. WA, WAA, WMSA, WCRAA, WCCAA, PSA, WSOA, WIA, WTOA, WAP, WMSP, WCRAP, WCCAP, PSP, WSOF, WIP, WTOF each disclaim beneficial ownership of the shares of common stock reported herein except to the extent of their pecuniary interest in such shares. /s/ Mark Strefling, Chief Operating Officer, on behalf of Whitebox Advisors, LLC 2015-04-22