| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | ||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Crestwood Equity Partners LP [ CMLP ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 10/04/2013 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Common Units | 10/04/2013 | A(1)(2) | 21,597 | A | (1)(2) | 21,597 | I | See Footnotes(3)(6) | ||
| Common Units | 10/04/2013 | X(4) | 7,137,841 | A | (4) | 7,137,841 | I | See Footnotes(5)(6) | ||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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| Explanation of Responses: |
| 1. On October 4, 2013, the unitholders of Crestwood Midstream Partners LP ("CMLP") approved the Agreement and Plan of Merger (the "Merger Agreement") entered into on May 5, 2013 among CMLP, Crestwood Gas Services GP, LLC ("CMLP GP"), Inergy, L.P. ("NRGY"), Inergy Midstream, L.P. (the "Issuer"), NRGM GP, LLC and Intrepid Merger Sub, LLC ("Merger Sub"), pursuant to which Merger Sub merged with and into CMLP (the "Merger"). (Continued in footnote 2) |
| 2. Pursuant to the terms and conditions of the Merger Agreement, on October 7, 2013, at the effective time of the Merger, each common unit and Class D unit of CMLP that was held by Crestwood Holdings LLC ("Crestwood Holdings"), Crestwood Gas Services Holdings LLC ("Gas Services Holdings") and CMLP GP, was converted into the right to receive 1.07 new common units representing limited partner interests (the "Common Units") of the Issuer (the "Unit Consideration") and holders of Common Units of CMLP, other than Crestwood Holdings, Gas Services Holdings and CMLP GP, received, in addition to the Unit Consideration, the right to receive $1.03 in cash per Common Unit of CMLP. |
| 3. These securities are held by CMLP GP, which is owned by NRGY. Inergy Holding, L.P. is the sole member of Inergy GP, LLC ("NRGY GP'), which is the general partner of NRGY. |
| 4. On October 7, 2013, immediately following the consummation of the Merger, Gas Services Holdings contributed to NRGY 7,137,841 Common Units that Gas Services Holdings received in the Merger in exchange for 14,318,396 common units of NRGY (the "Follow-On Contribution") pursuant to its previous election under the Follow-On Contribution Agreement, dated as of May 5, 2013, between Crestwood Holdings, Gas Services Holdings, NRGY and NRGY GP. |
| 5. These securities are held by NRGY. |
| 6. These securities may also be deemed to be beneficially owned by Crestwood Holdings and certain of its affiliates, which have filed a separate Form 4 reporting securities of the Issuer that they may be deemed to beneficially own. |
| Remarks: |
| GP of Crestwood Equity Partners LP (f/k/a Inergy, L.P.) The Reporting Persons disclaim beneficial ownership of the securities reported on this Form 4 except to the extent of their pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of these securities for purposes of Section 16 or for any other purpose. |
| /s/ Michael K. Post, Vice President for Crestwood Equity GP LLC (f/k/a Inergy GP, LLC), the general partner of Crestwood Equity Partners LP (f/k/a Inergy, L.P.) | 10/07/2013 | |
| /s/ Michael K. Post, Vice President for Crestwood Equity GP LLC (f/k/a Inergy GP, LLC) | 10/07/2013 | |
| /s/ Joel C. Lambert, Vice President for Crestwood Holdings LLC, the general partner of Inergy Holdings, L.P. | 10/07/2013 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * 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). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| 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 Number. | ||