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13D Filing: Carlson Capital and Renewable Energy Group Inc. (REGI)

You can access the original SEC filing by clicking here.

Ownership Summary Table

Name Sole Voting Power Shared Voting Power Sole Dispositive Power Shared Dispositive Power Aggregate Amount Owned Power Percent of Class
Carlson Capital 0 3,575,000 0 3,575,000 3,575,000 EXCLUDES%
Double Black Diamond Offshore Ltd 0 1,671,900 0 1,671,900 1,671,900 EXCLUDES%
Black Diamond Thematic Offshore Ltd 0 1,824,559 0 1,824,559 1,824,559 EXCLUDES%
Black Diamond Offshore Ltd 0 78,541 0 78,541 78,541 EXCLUDES%
Asgard Investment Corp. II 0 3,575,000 0 3,575,000 3,575,000 EXCLUDES%
Asgard Investment Corp 0 3,575,000 0 3,575,000 3,575,000 EXCLUDES%
Clint D. Carlson 0 3,575,000 0 3,575,000 3,575,000 EXCLUDES%
Clint Carlson
Clint Carlson
Carlson Capital

Page 1 of 10 – SEC Filing

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 2)*

 

 

Renewable
Energy Group, Inc.

(Name of Issuer)

Common Stock, $0.0001 par value per share

(Title of Class of Securities)

75972A301

(CUSIP Number)

Carlson Capital, L.P.

Attn: Joe Brucchieri

2100 McKinney Avenue

Dallas, TX 75201

(214)
932-9600

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

June 30, 2017

(Date of
Event Which Requires Filing of This Statement)

 

 

If the filing person has
previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13D-1(e), rule 13d-1(f) or Rule 13d-1(g), check the following box.  ☐

* The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information
which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be
deemed to be filed for the purpose of Section 18 of the Securities Exchange Act of 1934 (the Act) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act
(however, see the Notes).

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Page 2 of 10 – SEC Filing


SCHEDULE 13D

CUSIP No. 75972A301
  1 

NAMES OF
REPORTING PERSON

Carlson Capital, L.P.

  2  

CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP

(a)  ☐        (b)  ☒

  3  

SEC USE ONLY

  4  

SOURCE OF FUNDS

AF

  5  

CHECK BOX IF DISCLOSURE OF LEGAL
PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)

  6  

CITIZENSHIP OR PLACE OF
ORGANIZATION

Delaware

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH
REPORTING PERSON

WITH

  7 

SOLE VOTING POWER

0

  8

SHARED VOTING POWER

3,575,000

  9

SOLE DISPOSITIVE POWER

0

10

SHARED DISPOSITIVE POWER

3,575,000

 11 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

3,575,000

 12 

CHECK IF THE AGGREGATE AMOUNT IN ROW
(11) EXCLUDES CERTAIN SHARES

 13 

PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11) EXCLUDES CERTAIN SHARES

9.26%

 14 

TYPE OF REPORTING PERSON

PN; IA

2

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Page 3 of 10 – SEC Filing


SCHEDULE 13D

CUSIP No. 75972A301
  1 

NAMES OF
REPORTING PERSON

Double Black Diamond Offshore Ltd.

  2

CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP

(a)  ☐        (b)  ☒

  3

SEC USE ONLY

  4

SOURCE OF FUNDS

WC

  5

CHECK BOX IF DISCLOSURE OF LEGAL
PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)

  6

CITIZENSHIP OR PLACE OF
ORGANIZATION

Cayman
Islands

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH
REPORTING PERSON

WITH

  7 

SOLE VOTING POWER

0

  8

SHARED VOTING POWER

1,671,900

  9

SOLE DISPOSITIVE POWER

0

10

SHARED DISPOSITIVE POWER

1,671,900

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

1,671,900

12

CHECK IF THE AGGREGATE AMOUNT IN ROW
(11) EXCLUDES CERTAIN SHARES

13

PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11) EXCLUDES CERTAIN SHARES

4.33%

14

TYPE OF REPORTING PERSON

CO

3

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Page 4 of 10 – SEC Filing


SCHEDULE 13D

CUSIP No. 75972A301
  1 

NAMES OF
REPORTING PERSON

Black Diamond Thematic Offshore Ltd.

  2

CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP

(a)  ☐        (b)  ☒

  3

SEC USE ONLY

  4

SOURCE OF FUNDS

WC

  5

CHECK BOX IF DISCLOSURE OF LEGAL
PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)

  6

CITIZENSHIP OR PLACE OF
ORGANIZATION

Cayman
Islands

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY EACH

REPORTING

PERSON

WITH

  7 

SOLE VOTING POWER

0

  8

SHARED VOTING POWER

1,824,559

  9

SOLE DISPOSITIVE POWER

0

10

SHARED DISPOSITIVE POWER

1,824,559

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

1,824,559

12

CHECK IF THE AGGREGATE AMOUNT IN ROW
(11) EXCLUDES CERTAIN SHARES

13

PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11) EXCLUDES CERTAIN SHARES

4.73%

14

TYPE OF REPORTING PERSON

CO

4

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Page 5 of 10 – SEC Filing


SCHEDULE 13D

CUSIP No. 75972A301
  1 

NAMES OF
REPORTING PERSON

Black Diamond Offshore Ltd.

  2

CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP

(a)  ☐        (b)  ☒

  3

SEC USE ONLY

  4

SOURCE OF FUNDS

WC

  5

CHECK BOX IF DISCLOSURE OF LEGAL
PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)

  6

CITIZENSHIP OR PLACE OF
ORGANIZATION

Cayman
Islands

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH
REPORTING PERSON

WITH

  7 

SOLE VOTING POWER

0

  8

SHARED VOTING POWER

78,541

  9

SOLE DISPOSITIVE POWER

0

10

SHARED DISPOSITIVE POWER

78,541

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

78,541

12

CHECK IF THE AGGREGATE AMOUNT IN ROW
(11) EXCLUDES CERTAIN SHARES

13

PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11) EXCLUDES CERTAIN SHARES

0.2%

14

TYPE OF REPORTING PERSON

CO

5

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Page 6 of 10 – SEC Filing


SCHEDULE 13D

CUSIP No. 75972A301
  1 

NAMES OF
REPORTING PERSON

Asgard Investment Corp. II

  2

CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP

(a)  ☐        (b)  ☒

  3

SEC USE ONLY

  4

SOURCE OF FUNDS

AF

  5

CHECK BOX IF DISCLOSURE OF LEGAL
PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)

  6

CITIZENSHIP OR PLACE OF
ORGANIZATION

Delaware

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH
REPORTING PERSON

WITH

  7 

SOLE VOTING POWER

0

  8

SHARED VOTING POWER

3,575,000

  9

SOLE DISPOSITIVE POWER

0

10

SHARED DISPOSITIVE POWER

3,575,000

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

3,575,000

12

CHECK IF THE AGGREGATE AMOUNT IN ROW
(11) EXCLUDES CERTAIN SHARES

13

PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11) EXCLUDES CERTAIN SHARES

9.26%

14

TYPE OF REPORTING PERSON

CO

6

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Page 7 of 10 – SEC Filing


SCHEDULE 13D

CUSIP No. 75972A301
  1 

NAMES OF
REPORTING PERSON

Asgard Investment Corp.

  2

CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP

(a)  ☐        (b)  ☒

  3

SEC USE ONLY

  4

SOURCE OF FUNDS

AF

  5

CHECK BOX IF DISCLOSURE OF LEGAL
PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)

  6

CITIZENSHIP OR PLACE OF
ORGANIZATION

Delaware

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH
REPORTING PERSON

WITH

  7 

SOLE VOTING POWER

0

  8

SHARED VOTING POWER

3,575,000

  9

SOLE DISPOSITIVE POWER

0

10

SHARED DISPOSITIVE POWER

3,575,000

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

3,575,000

12

CHECK IF THE AGGREGATE AMOUNT IN ROW
(11) EXCLUDES CERTAIN SHARES

13

PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11) EXCLUDES CERTAIN SHARES

9.26%

14

TYPE OF REPORTING PERSON

CO

7

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Page 8 of 10 – SEC Filing


SCHEDULE 13D

CUSIP No. 75972A301
  1 

NAMES OF
REPORTING PERSON

Clint D. Carlson

  2

CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP

(a)  ☐        (b)  ☒

  3

SEC USE ONLY

  4

SOURCE OF FUNDS

AF

  5

CHECK BOX IF DISCLOSURE OF LEGAL
PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)

  6

CITIZENSHIP OR PLACE OF
ORGANIZATION

United
States

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH
REPORTING PERSON

WITH

  7 

SOLE VOTING POWER

0

  8

SHARED VOTING POWER

3,575,000

  9

SOLE DISPOSITIVE POWER

0

10

SHARED DISPOSITIVE POWER

3,575,000

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

3,575,000

12

CHECK IF THE AGGREGATE AMOUNT IN ROW
(11) EXCLUDES CERTAIN SHARES

13

PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11) EXCLUDES CERTAIN SHARES

9.26%

14

TYPE OF REPORTING PERSON

IN

8

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Page 9 of 10 – SEC Filing


This Amendment No. 2 to Schedule 13D amends and supplements the Schedule 13D filed with the Securities and
Exchange Commission (the SEC) on May 31, 2016, and Amendment No. 1 thereto, filed with the SEC on October 5, 2016, on behalf of the Reporting Persons with respect to the shares of common stock, par value $0.0001 per share
(the Common Shares), of Renewable Energy Group, Inc., a Delaware corporation (the Issuer).

Item 5. INTEREST IN SECURITIES OF THE ISSUER

(a), (b) The Reporting Persons may be deemed to
beneficially own in the aggregate 3,575,000 Common Shares. Based upon a total of 38,594,266 Common Shares outstanding as of April 28, 2017, as reported in the Issuers Quarterly Report on Form 10-Q
for the quarterly period ended March 31, 2017, filed with the Securities and Exchange Commission (the SEC) on May 8, 2017, the Reporting Persons shares represent approximately 9.26% of the outstanding Common Shares.

Carlson Capital, Asgard II, Asgard I and Mr. Carlson may be deemed to beneficially own and have the power to vote and direct the
disposition of (i) the 1,671,900 Common Shares reported herein as owned by DOF, (ii) the 1,824,559 Common Shares reported herein as owned by TOF, and (iii) the 78,541 Common Shares reported herein as owned by OFF.

DOF may be deemed to beneficially own and has the power to vote and dispose the 1,671,900 Common Shares reported herein as owned by it, which
shares represent approximately 4.33% of the outstanding Common Shares.

TOF may be deemed to beneficially own and has the power to vote and
dispose the 1,824,559 Common Shares reported herein as owned by it, which shares represent approximately 4.62% of the outstanding Common Shares.

OFF may be deemed to beneficially own and has the power to vote and dispose the 78,541 Common Shares reported herein as owned by it, which
shares represent approximately 0.20% of the outstanding Common Shares.

(c) The trading dates, number of shares of Common Stock purchased
or sold, and the price per share for all transactions by the Reporting Persons in the Common Stock in the past 60 days, all of which were brokered transactions effected in the open market (unless otherwise noted), are set forth below.

Reporting Person

Trade Date Purchased (Sold) Price / Share

DOF

6/26/17 (30,518 ) $ 12.8318

DOF

6/27/17 (44,602 ) $ 12.8631

DOF

6/28/17 (18,075 ) $ 12.5516

DOF

6/28/17 (24,180 ) $ 12.8007

DOF

6/30/17 (70,424 ) $ 12.9594

DOF

7/5/17 28,685 $ 12.349

TOF

6/26/17 (33,087 ) $ 12.8318

TOF

6/27/17 (48,360 ) $ 12.8631

TOF

6/28/17 (19,600 ) $ 12.5516

TOF

6/28/17 (26,215 ) $ 12.8007

TOF

6/30/17 (76,357 ) $ 12.9594

TOF

7/5/17 42,925 $ 12.349

OFF

6/26/17 (1,395 ) $ 12.8318

OFF

6/27/17 (2,038 ) $ 12.8631

OFF

6/28/17 (825 ) $ 12.5516

OFF

6/28/17 (1,105 ) $ 12.8007

OFF

6/30/17 (3,219 ) $ 12.9594

OFF

7/5/17 3,390 $ 12.349

9

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Page 10 of 10 – SEC Filing


(d) Except as set forth herein, no person other than the Reporting Persons is known to have the
right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, Common Shares.

(e) Not
applicable.

10


SIGNATURES

After reasonable inquiry and to the best of his or its knowledge and belief, each of the undersigned certifies that the information set forth in this
statement is true, complete and correct.

DATED: July 6, 2017

DOUBLE BLACK DIAMOND OFFSHORE LTD.
By: Carlson Capital, L.P., its investment manager
By: Asgard Investment Corp. II, its general partner
By:

/s/ Clint D. Carlson

Name: Clint D. Carlson
Title: President
BLACK DIAMOND THEMATIC OFFSHORE LTD.
By: Carlson Capital, L.P., its investment manager
By: Asgard Investment Corp. II, its general partner
By:

/s/ Clint D. Carlson

Name: Clint D. Carlson
Title: President
BLACK DIAMOND OFFSHORE LTD.
By: Carlson Capital, L.P., its investment manager
By: Asgard Investment Corp. II, its general partner
By:

/s/ Clint D. Carlson

Name: Clint D. Carlson
Title: President
CARLSON CAPITAL, L.P.
By: Asgard Investment Corp. II, its general partner
By:

/s/ Clint D. Carlson

Name: Clint D. Carlson
Title: President

11

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