| 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
Enviva Partners, LP [ EVA ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 07/22/2020 | ||||||||||||||||||||||||||
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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 representing limited partner interests | 07/22/2020 | J(1) | 13,586,375 | D | $0 | 0 | I | See footnote(2) | ||
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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. Effective July 22, 2020, R/C Wood Pellet Investment Partnership, L.P. ("R/C Partnership") transferred its interest in Enviva Holdings GP, LLC ("Holdings GP") to Riverstone Enviva Holdings GP, LLC ("Riverstone Enviva Holdings") (the "July 2020 Transfer"). As a result, Riverstone Enviva Holdings became the sole member of Holdings GP, which is the general partner of Enviva Holdings, LP ("Enviva Holdings"), which is the sole member of each of the Common Unit Holders (as defined below). Also as a result of the July 2020 Transfer, R/C Partnership, R/C Renewable Energy GP II, LLC ("R/C Renewable Energy GP"), and Riverstone/Carlyle Renewable Energy Partners II, L.P. ("R/C Renewable Energy Partners") may no longer be deemed to beneficially own any of the Common Units (as defined below) held of record by the Common Unit Holders. |
| 2. R/C Renewable Energy GP is the general partner of R/C Renewable Energy Partners, which is the general partner of R/C Partnership, which, prior to the July 2020 Transfer, was the sole member of Holdings GP. Holdings GP is the general partner of Enviva Holdings, which is the sole member of each of (i) Enviva Development Holdings, LLC ("Development Holdings"), which is the record holder of 1,681,237 common units representing limited partner interests of Enviva Partners, LP ("Common Units"), (ii) Enviva MLP Holdings, LLC ("Enviva MLP Holdco"), which is the record holder of 5,897,684 Common Units, and (iii) Enviva Cottondale Acquisition I, LLC ("Enviva Cottondale" and, together with Development Holdings and Enviva MLP Holdco, the "Common Unit Holders"), which is the record holder of 6,007,454 Common Units. |
| R/C WOOD PELLET INVESTMENT PARTNERSHIP, L.P. By: Riverstone/Carlyle Renewable Energy Partners II, L.P., its general partner By: R/C Renewable Energy GP II, LLC, its general partner By: /s/ Peter Haskopoulos, Authorized Person | 07/22/2020 | |
| RIVERSTONE/CARLYLE RENEWABLE ENERGY PARTNERS II, L.P. By: R/C Renewable Energy GP II, LLC, its general partner By: /s/ Peter Haskopoulos, Authorized Person | 07/22/2020 | |
| R/C RENEWABLE ENERGY GP II, LLC By: /s/ Peter Haskopoulos, Authorized Person | 07/22/2020 | |
| ** 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. | ||