Hartree Partners, LP's Form 4 filing
Sprague Resources LP (SRLP) · filed Nov 1, 2022
- Accession no.
- 0000899243-22-034633
- Filed
- Nov 1, 2022, 8:00 AM ET
- Trade date
- Nov 1, 2022
- Filing delay
- Same day
- Rule 10b5-1 plan
- Not on the form (before 2023)
This filing lists 1 non-derivative transaction. Open-market purchases total $133.8M. It was filed on the trade date.
Reporting owners
A Form 4 can have several reporting owners, such as a person and a fund they control. Trade tables show the first one.
| Owner | Relationship to the company |
|---|---|
| Hartree Partners, LPCIK 0001597857 | 10% Owner, Other: See Remarks |
| Hartree Partners GP, LLCCIK 0001813713 | 10% Owner, Other: See Remarks |
| Sprague HP Holdings LLCCIK 0001860718 | 10% Owner, Other: See Remarks |
Non-derivative securities (Table I)
Acquisitions and disposals of common stock and similar shares, one row per line on the filing.
Footnotes and remarks
Livermore keeps the footnotes that transaction prices refer to, all footnotes of amendments (Form 4/A) and the filing's remarks. Other footnotes, such as how indirect holdings are held or the details of a trading plan, are only in the original on SEC EDGAR.
- F1
On November 1, 2022, pursuant to that certain Agreement and Plan of Merger, dated June 2, 2022, as amended by Amendment No. 1, dated August 31, 2022, by and among the Issuer, Sprague HP Holdings, LLC ("Sprague HP Holdings"), Sparrow HP Merger Sub, LLC, a wholly owned subsidiary of Sprague HP Holdings ("Merger Sub"), and Sprague Resources GP LLC, the general partner of the Issuer, Merger Sub was merged with and into the Issuer, with the Issuer surviving the merger and continuing to exist as a Delaware limited partnership and directly owned by Sprague HP Holdings.
Referenced by the price of 1 transaction in Table I.
- F2
(continued from footnote 1) At the effective time of the merger (the "Effective Time"), each issued and outstanding common unit representing limited partner interests of the Issuer ("Common Units") as of immediately prior to the Effective Time (other than the Common Units held by Sprague HP Holdings), comprising 6,689,383 Common Units, was converted into the right to receive $20.00 per Common Unit in cash without any interest thereon and was cancelled by the Issuer.
Referenced by the price of 1 transaction in Table I.
Remarks
Sprague HP Holdings, LLC has the right to appoint all of the directors of the Board of Directors of Sprague Resources GP LLC, the general partner of the Issuer. Therefore, each of Sprague HP Holdings, LLC, Hartree Partners, LP and Hartree Partners GP, LLC may be deemed a director by deputization.