A new 13G filing has been submitted to the SEC by Clint Carlson‘s Carlson Capital, in relation to the investor’s position in Archrock Inc (NYSE:AROC). The filing reveals the latest share ownership information of all relevant parties and subsidiaries of the investor, which amounts to just under 8.6 million shares, a 12.38% stake in the company. These 13G filings can prove invaluable to investors, as they show the latest moves made by top investors in stocks which they are or were very bullish on, and in a timely fashion in most cases. In this case, the filing reveals a large increase made to Carlson’s position in Archrock during the first three weeks of January. You can find the filing embedded below and on the following pages.
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 | 8,594,816 | 0 | 8,594,816 | 8,594,816 | 12.38% |
| Asgard Investment Corp. | 0 | 8,594,816 | 0 | 8,594,816 | 8,594,816 | 12.38% |
| Asgard Investment Corp. II | 0 | 8,594,816 | 0 | 8,594,816 | 8,594,816 | 12.38% |
| Clint D. Carlson | 0 | 8,594,816 | 0 | 8,594,816 | 8,594,816 | 12.38% |
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Page 1 of 10 SEC Filing
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
| Archrock, Inc. |
| (Name of Issuer) |
| Common Stock |
| (Title of Class of Securities) |
| 03957W106 |
| (CUSIP Number) |
| January 20, 2016 |
| (Date of Event which Requires Filing of this Statement) |
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
[X] Rule 13d-1(b)
[ ] Rule 13d-1(c)
[ ] Rule 13d-1(d)
(Page 1 of 10 Pages)
_________________________
* The remainder of this cover page shall be filled out for a reporting person’s 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
| CUSIP No. 03957W106 | Page 2 of 10 Pages | |
| 1 | NAMES OF REPORTING PERSONS Carlson Capital, L.P. | |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) [ ] (b) [X] |
| 3 | SEC USE ONLY | |
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware | |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER –0- |
| 6 | SHARED VOTING POWER 8,594,816 | |
| 7 | SOLE DISPOSITIVE POWER –0- | |
| 8 | SHARED DISPOSITIVE POWER 8,594,816 |
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 8,594,816 shares of Common Stock |
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | [ ] |
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
| 12.38% | |
| 12 | TYPE OF REPORTING PERSON |
| PN, IA |
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Page 3 of 10 SEC Filing
| CUSIP No. 03957W106 | Page 3 of 10 Pages | |
| 1 | NAMES OF REPORTING PERSONS Asgard Investment Corp. | |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) [ ] (b) [X] |
| 3 | SEC USE ONLY | |
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware | |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER –0- |
| 6 | SHARED VOTING POWER 8,594,816 | |
| 7 | SOLE DISPOSITIVE POWER –0- | |
| 8 | SHARED DISPOSITIVE POWER 8,594,816 |
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 8,594,816 shares of Common Stock |
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | [ ] |
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
| 12.38% | |
| 12 | TYPE OF REPORTING PERSON |
| CO |
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Page 4 of 10 SEC Filing
| CUSIP No. 03957W106 | Page 4 of 10 Pages | |
| 1 | NAMES OF REPORTING PERSONS Asgard Investment Corp. II | |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) [ ] (b) [X] |
| 3 | SEC USE ONLY | |
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware | |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER –0- |
| 6 | SHARED VOTING POWER 8,594,816 | |
| 7 | SOLE DISPOSITIVE POWER –0- | |
| 8 | SHARED DISPOSITIVE POWER 8,594,816 |
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 8,594,816 shares of Common Stock |
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | [ ] |
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
| 12.38% | |
| 12 | TYPE OF REPORTING PERSON |
| CO |
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Page 5 of 10 SEC Filing
| CUSIP No. 03957W106 | Page 5 of 10 Pages | |
| 1 | NAMES OF REPORTING PERSONS Clint D. Carlson | |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) [ ] (b) [X] |
| 3 | SEC USE ONLY | |
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION United States | |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER –0- |
| 6 | SHARED VOTING POWER 8,594,816 | |
| 7 | SOLE DISPOSITIVE POWER –0- | |
| 8 | SHARED DISPOSITIVE POWER 8,594,816 |
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 8,594,816 shares of Common Stock |
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | [ ] |
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
| 12.38% | |
| 12 | TYPE OF REPORTING PERSON |
| IN |
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Page 6 of 10 SEC Filing
| CUSIP No. 03957W106 | Page 6 of 10 Pages | |
| Item 1. | (a) | Name of Issuer: | |
| Archrock, Inc. | |||
| (b) | Address of Issuer’s Principal Executive Offices: | ||
| 16666 Northchase Drive, Houston TX 77060 | |||
| Item 2. | (a) | Name of Persons Filing: | |
| (i) | Carlson Capital L.P., a Delaware limited partnership (“Carlson Capital”), which serves as the investment manager to certain private funds, including Double Black Diamond Offshore Ltd with approximate holdings of 4,871,794 (7.02%), and managed accounts (collectively, the “Accounts”), with respect to the Common Stock directly held by the Accounts; | ||
| (ii) | Asgard Investment Corp. II, a Delaware corporation (“Asgard II”), which serves as the general partner of Carlson Capital, with respect to the Common Stock directly held by the Accounts; | ||
| (iii) | Asgard Investment Corp., a Delaware corporation (“Asgard”), which is the sole stockholder of Asgard II, with respect to the Common Stock directly held by the Accounts; and | ||
| (iv) | Mr. Clint D. Carlson, a United States citizen (“Mr. Carlson”), who serves as president of Asgard and Carlson Capital, with respect to the Common Stock directly held by the Accounts. | ||
| The foregoing persons are hereinafter sometimes collectively referred to as the “Reporting Persons”. | |||
| The filing of this statement should not be construed as an admission that any of the Reporting Persons is, for the purposes of Section 13 of the Act, the beneficial owner of the Common Stock reported herein. | |||
| (b) | Address of Principal Business Office or, if none, Residence: | ||
| 2100 McKinney Avenue, Suite 1800 Dallas, TX 75201 | |||
| (c) | Citzenship: | ||
| Carlson Capital is a Delaware limited partnership. Each of Asgard and Asgard II is a Delaware corporation. Mr. Carlson is a United States citizen. | |||
| (d) | Title Class of Securities: | ||
| Common Stock (the “Shares”) | |||
| (e) | CUSIP Number: | ||
| 03957W106 | |||
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Page 7 of 10 SEC Filing
| CUSIP No. 03957W106 | Page 7 of 10 Pages | |
| Item 3. | If this statement is filed pursuant to Sections 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: | ||
| (a) | [ ] | Broker or dealer registered under Section 15 of the Act; | |
| (b) | [ ] | Bank as defined in Section 3(a)(6) of the Act; | |
| (c) | [ ] | Insurance company as defined in Section 3(a)(19) of the Act; | |
| (d) | [ ] | Investment company registered under Section 8 of the Investment Company Act of 1940; | |
| (e) | [X] | An investment adviser in accordance with Section 240.13d-1(b)(1)(ii)(E); | |
| (f) | [ ] | An employee benefit plan or endowment fund in accordance with Section 240.13d-1(b)(1)(ii)(F); | |
| (g) | [X] | A parent holding company or control person in accordance with Section 240.13d-1(b)(1)(ii)(G); | |
| (h) | [ ] | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act; | |
| (i) | [ ] | A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act of 1940; | |
| (j) | [ ] | A non-U.S. institution in accordance with Section 240.240.13d–1(b)(1)(ii)(J); | |
| (k) | [ ] | Group, in accordance with Section 240.13d-1(b)(1)(ii)(K). | |
| If filing as a non-U.S. institution in accordance with Section 240.13d-1(b)(1)(ii)(J), please specify the type of institution: ___________________ | |||
| Item 4. | Ownership: | |
| A. Carlson Capital: | ||
| (a) | Amount beneficially owned: 8,594,816 | |
| (b) | Percent of class: 12.38% | |
| (c) | (i) Sole power to vote or to direct the vote: -0- | |
| (ii) Shared power to vote or direct the vote: 8,594,816 | ||
| (iii) Sole power to dispose or direct the disposition of: -0- | ||
| (iv) Shared power to dispose or to direct the disposition of: 8,594,816 | ||
| B. Asgard II: | ||
| (a) | Amount beneficially owned: 8,594,816 | |
| (b) | Percent of class: 12.38% | |
| (c) | (i) Sole power to vote or to direct the vote: -0- | |
| (ii) Shared power to vote or direct the vote: 8,594,816 | ||
| (iii) Sole power to dispose or direct the disposition of: -0- | ||
| (iv) Shared power to dispose or to direct the disposition of: 8,594,816 | ||
| C. Asgard: | ||
| (a) | Amount beneficially owned: 8,594,816 | |
| (b) | Percent of class: 12.38% | |
| (c) | (i) Sole power to vote or to direct the vote: -0- | |
| (ii) Shared power to vote or direct the vote: 8,594,816 | ||
| (iii) Sole power to dispose or direct the disposition of: -0- | ||
| (iv) Shared power to dispose or to direct the disposition of: 8,594,816 | ||
| D. Mr. Carlson: | ||
| (a) | Amount beneficially owned: 8,594,816 | |
| (b) | Percent of class: 12.38% | |
| (c) | (i) Sole power to vote or to direct the vote: -0- | |
| (ii) Shared power to vote or direct the vote: 8,594,816 | ||
| (iii) Sole power to dispose or direct the disposition of: -0- | ||
| (iv) Shared power to dispose or to direct the disposition of: 8,594,816 | ||
The Company’s Quarterly Report on Form 10-Q filed on November 5, 2015, indicates that the total number of outstanding shares of Common Stock as of October 29, 2015 was 69,446,031. The percentages used herein and in the rest of the Schedule 13G are based upon such number of shares of Common Stock outstanding.
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Page 8 of 10 SEC Filing
| CUSIP No. 03957W106 | Page 8 of 10 Pages | |
| Item 5. | Ownership of Five Percent or Less of a Class: |
| This item is not applicable. | |
| If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following: [ ] | |
| Item 6. | Ownership of More than Five Percent on Behalf of Another Person: |
| This item is not applicable. |
| Item 7. | Identification and Classification of Subsidiaries Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person: |
| This item is not applicable. |
| Item 8. | Identification and Classification of Members of the Group. |
| This item is not applicable. |
| Item 9. | Notice of Dissolution of Group. |
| This item is not applicable. |
| Item 10. | Certification: | |
| Each of the Reporting Persons hereby makes the following certification: | ||
| By signing below, each Reporting Person certifies that, to the best of his or its knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. | ||
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Page 9 of 10 SEC Filing
| CUSIP No. 03957W106 | Page 9 of 10 Pages | |
SIGNATURE
After reasonable inquiry and to the best of our knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct.
DATED: February 9, 2016
| CARLSON CAPITAL, L.P. | ||||
| By: | /s/ Clint D. Carlson | |||
| Name: Clint D. Carlson | ||||
| Title: President | ||||
| ASGARD INVESTMENT CORP. II | ||||
| By: | /s/ Clint D. Carlson | |||
| Name: Clint D. Carlson | ||||
| Title: President | ||||
| ASGARD INVESTMENT CORP. | ||||
| By: | /s/ Clint D. Carlson | |||
| Name: Clint D. Carlson | ||||
| Title: President | ||||
| By: | /s/ Clint D. Carlson | |||
| Name: Clint D. Carlson | ||||
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Page 10 of 10 SEC Filing
| CUSIP No. 03957W106 | Page 10 of 10 Pages | |
Exhibit 1
JOINT ACQUISITION STATEMENT
PURSUANT TO RULE 13d-1(k)
PURSUANT TO RULE 13d-1(k)
The undersigned acknwoledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all sugbsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint acquisition statements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning him or it contained therein, but shall nto be responsible for the completeness and accuracy of the ifnormation concerning the others, except to the extent that he or it knows or has reason to believe that such ifnormation is inaccurate.
DATED: February 9, 2016
| CARLSON CAPITAL, L.P. | ||||
| By: | /s/ Clint D. Carlson | |||
| Name: Clint D. Carlson | ||||
| Title: President | ||||
| ASGARD INVESTMENT CORP. II | ||||
| By: | /s/ Clint D. Carlson | |||
| Name: Clint D. Carlson | ||||
| Title: President | ||||
| ASGARD INVESTMENT CORP. | ||||
| By: | /s/ Clint D. Carlson | |||
| Name: Clint D. Carlson | ||||
| Title: President | ||||
| By: | /s/ Clint D. Carlson | |||
| Name: Clint D. Carlson | ||||
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