Filing Details

Accession Number:
0001209191-15-044583
Form Type:
4
Zero Holdings:
No
Publication Time:
2015-05-19 17:55:18
Reporting Period:
2015-05-15
Filing Date:
2015-05-19
Accepted Time:
2015-05-19 17:55:18
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1286131 Stonemor Partners Lp STON Services-Personal Services (7200) 800103159
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1168211 Jr B Robert Hellman 950 Tower Lane, Suite 800
Foster City CA 94404
Yes No No No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Common Units Representing Limited Partner Interests Acquisiton 2015-05-15 49,911 $28.93 2,305,858 No 4 A Indirect By American Cemeteries Infrastructure Investors, LLC
Common Units Representing Limited Partner Interests Disposition 2015-05-15 49,911 $29.83 2,255,947 No 4 S Indirect By American Cemeteries Infrastructure Investors, LLC
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 A Indirect By American Cemeteries Infrastructure Investors, LLC
No 4 S Indirect By American Cemeteries Infrastructure Investors, LLC
Reported Non-Derivative Holdings
Sec. Name Remaning Holdings Nature of Ownership Explanation
Common Units Representing Limited Partner Interests 15,911 Direct
Footnotes
  1. StoneMor Partners L.P. (the "Company") issued 49,911 common units representing limited partner interests ("common units") in the Company to American Cemeteries Infrastructure Investors, LLC ("ACII") in lieu of cash distributions of $0.64 per common unit on 2,255,947 common units held by ACII. The number of common units issued in lieu of cash distributions was calculated based on the quotient of (A) the amount of the quarterly distribution paid on the outstanding common units by (B) the volume-weighted average price of the common units for the thirty (30) trading days immediately preceding April 24, 2015, the date on which Company declared a quarterly distribution with respect to the common units, which was $28.93.
  2. ACII is managed by its manager, AIM Universal Holdings, LLC ("AUH"), and is owned by its members: American Infrastructure MLP Fund II, L.P. ("AIM II"), American Infrastructure MLP Founders Fund II, L.P. ("AIM FF II") and AIM II Delaware StoneMor, Inc. ("AIM II StoneMor"). AIM II StoneMor is owned by American Infrastructure MLP Management II, L.L.C. ("AIM Management II") and AIM II Offshore, L.P. ("AIM II Offshore"). AIM Management II is the general partner of AIM II, AIM FFII and AIM II Offshore. The Reporting Person is a managing member of AIM Management II, the president of AIM II StoneMor and a member of AUH. The Reporting Person shares the power to vote or dispose of these common units and therefore may be deemed to have voting and investment power with respect to such common units. The Reporting Person disclaims beneficial ownership of the common units except to the extent of his pecuniary interest therein.
  3. The common units sold represent quarterly distributions in kind issued to ACII by the Company on the common units held by ACII. These quarterly distributions are made in lieu of quarterly cash distributions, which are declared and paid on all other outstanding common units of the Company, and are customarily paid by master limited partnerships invested in by the member funds of ACII: AIM II, AIM FF II and AIM II Offshore (collectively, the "Member Funds"). The sale of these quarterly distribution units by ACII does not change the Member Funds' or the Reporting Person's respective underlying ownership interests in the Company; rather it was effected pursuant to a Rule 10b5-1 trading plan adopted by ACII on August 20, 2014, to convert the quarterly distribution units received by ACII to cash in order to permit the Member Funds to make quarterly cash distributions to their respective investors, consistent with their stated strategy of doing so.
  4. The price reported in Column 4 is a weighted average price. The common units were sold in multiple transactions at prices ranging from $29.79-29.95, inclusive. The Reporting Person undertakes to provide to the Company, any holder of common units, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of common units sold at each separate price within the range set forth in this footnote (4) to this Form 4.