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Filing Details

Accession Number:
0001123292-18-000188
Form Type:
4
Zero Holdings:
No
Publication Time:
2018-01-26 17:03:52
Reporting Period:
2018-01-24
Accepted Time:
2018-01-26 17:03:52
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1392091 Blueknight Energy Partners L.p. BKEP () DE
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1343838 Msd Torchlight Partners, L.p. 645 Fifth Avenue, 21St Floor
New York NY 10022
No No Yes No
1514334 Msd Partners, L.p. 645 Fifth Avenue, 21St Floor
New York NY 10022
No No Yes 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 Acquisiton 2018-01-24 519,125 $5.45 3,313,951 Yes 4 X Indirect See footnotes
Common Units Disposition 2018-01-24 2,794,826 $5.17 519,125 No 4 S Indirect See footnotes
Common Units Disposition 2018-01-24 279,125 $5.18 240,000 No 4 S Indirect See footnotes
Equity Swap Involved Form Type Code Nature of Ownership Explanation
Yes 4 X Indirect See footnotes
No 4 S Indirect See footnotes
No 4 S Indirect See footnotes
Reported Derivative Transactions
Sec. Name Sec. Type Acquisiton - Disposition Date Amount Price Amount - 2 Price - 2
Common Units Total Return Equity Swap Disposition 2018-01-24 1 $0.00 519,125 $0.00
Remaning Holdings Exercise Date Expiration Date Equity Swap Involved Transaction Form Type Transaction Code Nature of Ownership
0 Yes 4 X Indirect
Footnotes
  1. This statement is jointly filed by and on behalf of each of MSD Partners, L.P ("MSD Partners") and MSD Torchlight Partners, L.P. ("MSD Torchlight"). MSD Torchlight is the record and direct beneficial owner of the securities covered by this statement. MSD Partners is the investment manager of, and may be deemed to beneficially own securities owned by, MSD Torchlight. MSD Partners (GP), LLC ("MSD GP") is the general partner of, and may be deemed to beneficially own securities owned by, MSD Partners. Each of Glenn R. Fuhrman, John C. Phelan and Marc R. Lisker is a manager of MSD GP and may be deemed to have or share voting and/or dispositive power over the securities beneficially owned by MSD GP. Each of Messrs. Fuhrman, Phelan and Lisker disclaims beneficial ownership of such securities except to the extent of any pecuniary interest therein.
  2. Each reporting person and each of Messrs. Fuhrman, Phelan and Lisker may be deemed to be a member of a group with respect to the issuer or securities of the issuer for purposes of Section 13(d) or 13(g) of the Securities Exchange Act of 1934, as amended (the "Act"). Each reporting person and each of Messrs. Fuhrman, Phelan and Lisker declares that neither the filing of this statement nor anything herein shall be construed as an admission that such person is, for the purposes of Section 13(d) or 13(g) of the Act or any other purpose, a member of a group with respect to the issuer or securities of the issuer.
  3. On August 21, 2008, MSD Torchlight entered into a total return equity swap ("Total Return Swap") with Citibank, NA New York ("Citibank") with a reference price of $8.8167. Under the terms of the Total Return Swap (i) MSD Torchlight is obligated to pay to Citibank any negative price performance of the 519,125 Common Units subject to the Total Return Swap as of the expiration or closing date of the Total Return Swap, plus interest, and (ii) Citibank is obligated to pay to MSD Torchlight any positive price performance of the 519,125 Common Units subject to the Total Return Swap as of the expiration date of such Total Return Swap. Any dividends that would be payable on the 519,125 Common Units during the term of the Total Return Swap will be paid to MSD Torchlight.
  4. The Total Return Swap had an expiration date of August 20, 2018, although MSD Torchlight had the right to terminate and close out the Total Return Swap early. The Total Return Swap was settled on January 24, 2018.