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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
LG Propylene LLC 630 FIFTH AVENUE , 30TH FLOOR NEW YORK, NY 10111 |
X | X | See Remarks | |
GOLDBERG ALAN E 630 FIFTH AVE., 30TH FLOOR NEW YORK, NY 10011 |
X | X | ||
Lindsay Robert D 630 FIFTH AVE., 30TH FLOOR NEW YORK, NY 10111 |
X | X |
/s/ Alan E. Goldberg, authorized signatory on behalf of LG Propylene LLC | 06/20/2012 | |
**Signature of Reporting Person | Date | |
/s/ Alan E. Goldberg | 06/20/2012 | |
**Signature of Reporting Person | Date | |
/s/ Robert D. Lindsay | 06/20/2012 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | Prior to the date of this report, LG Propylene LLC ("LG Propylene") was the record holder of 1,100,000 common units ("Common Units") representing limited partner interests in PetroLogistics LP (the "Partnership"). In addition, LG Propylene has the right to appoint six members of the board of managers of PL Manufacturing ("PL Manufacturing"). LG Propylene may be deemed to beneficially own the Common Units held of record by Manufacturing, but disclaims beneficial ownership except to the extent of its pecuniary interests therein. Alan E. Goldberg and Robert D. Lindsay (together with LG Propylene, the "Reporting Persons") control LG Propylene through a series of affiliated investment funds and may be deemed to beneficially own the Common Units held of record by each of LG Propylene and PL Manufacturing, but each disclaims beneficial ownership, except to the extent of Messrs. Goldberg's and Lindsay's respective pecuniary interests therein. |
(2) | On June 18, 2012, PL Manufacturing distributed a total of 93,493,750 Common Units to its members, including 65,128,323 Common Units to the LG Propylene. This transaction resulted in a net decrease in the beneficial ownership of the Reporting Persons of 32,365,427 Common Units. |
Remarks: Messrs. Goldberg and Lindsay serve on the board of director of the Partnership's general partner. LG Propylene may be deemed a "director by deputization" of the Partnership by virtue of this fact and the fact that Lance Hirt also serves as a director of the general partner as designee of LG Propylene. |