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Filing Details

Accession Number:: 0000899243-16-029999
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2016-09-26 16:05:32
Reporting Period:: 2016-09-22

Filing Date:: 2016-09-26
Accepted Time:: 2016-09-26 16:05:32
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
821483	Par Pacific Holdings Inc.	PARR	Crude Petroleum & Natural Gas (1311)	841060803

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
1250731	Chai Trust Co Llc	Two North Riverside Plaza Suite 600 Chicago IL 60606	No	No	Yes	No
1469407	Zell Credit Opportunities Master Fund, L.p.	Two North Riverside Plaza Suite 600 Chicago IL 60606	No	No	Yes	No
1526696	Egi Investors, L.l.c.	Two North Riverside Plaza Suite 600 Chicago IL 60606	No	No	Yes	No

Reported Non-Derivative Transactions

Show Other Fields >>

Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Acquisiton	2016-09-22	190,913	$12.25	877,632	No	4	P	Indirect	See footnote

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	P	Indirect	See footnote

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Common Stock	12,168,744	Indirect	See footnote

Footnotes

On July 14, 2016, EGI Investors, L.L.C., a Delaware limited liability company ("EGI Investors") lent $35,000,000 to Issuer in exchange for a 2.50% convertible subordinated bridge note (the "Bridge Note") of Issuer in the principal amount of $36,842,105, which included $1,842,105 as consideration for the commitment fee payable to EGI Investors. The Bridge Note was issued in order to provide liquidity to Issuer prior to completion of its anticipated pro rata rights offering (the "Offering") to Issuer's stockholders. Pursuant to the Offering, which commenced on August 26, 2016 and ended on September 14, 2016, each stockholder of Issuer received one transferable subscription right for each whole share of Issuer common stock (the "Common Stock") owned by that stockholder.
(Continued from Footnote 1) Each subscription right entitled a rights holder to purchase 0.099 shares of the Common Stock at a subscription price of $12.25 per whole share (the "Subscription Price"). The Bridge Note became due and payable on September 22, 2016, the closing date of the Offering (the "Closing Date"), from the net proceeds of the Offering with any amounts not repaid being mandatorily convertible into shares of Common Stock at the Subscription Price per share. EGI Investors received a cash repayment $34,682,511.50 with respect to the Bridge Note and the 190,913 shares of Common Stock upon the Bridge Note's mandatory conversion. The amount of shares of Issuer Common Stock issuable to EGI Investors upon conversion of the Bridge Note could not be determined until the Closing Date when (i) the net proceeds to Issuer from the Offering and (ii) total interest payable to EGI Investors could be determined.
Because Chai Trust Company, LLC, an Illinois limited liability company, is the managing member of EGI Investors ("Managing Member"), it may be deemed to indirectly beneficially own the 877,632 shares of Common Stock held directly by EGI Investors.
Because Managing Member is the sole general partner of Zell Credit Opportunities Master Fund, L.P., a Delaware limited partnership ("Master Fund"), Managing Member may be deemed to beneficially own the 12,168,744 shares of Common Stock of the Issuer held directly by Master Fund.