Edgar Filing: EIG BBTS Holdings, LLC

Ownership Submission

FORM 4

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT 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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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

EIG BBTS Holdings, LLC

2. Issuer Name and Ticker or Trading Symbol
Southcross Energy Partners, L.P. [SXE]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

_____ Director	_____ 10% Owner
_____ Officer (give title below)	_____ Other (specify below)

(Last)

(First)

(Middle)

1700 PENNSYLVANIA AVE. NW, SUITE 800,

3. Date of Earliest Transaction (Month/Day/Year)
08/13/2018

(Street)

WASHINGTON, DC 20006

4. If Amendment, Date Original Filed(Month/Day/Year)

6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person

(City)

(State)

(Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

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

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

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)

Code

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Class B Convertible Units

⁽¹⁾

08/13/2018

J⁽¹⁾

332,220

⁽¹⁾

Common Units (Limited Partnership Interests)

⁽¹⁾

19,314,797

By Southcross Holdings Borrower LP

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
EIG BBTS Holdings, LLC 1700 PENNSYLVANIA AVE. NW, SUITE 800 WASHINGTON, DC 20006
EIG Management Company, LLC 1700 PENNSYLVANIA AVE, N.W. SUITE 800 WASHINGTON D.C., DC 20006
EIG Asset Management, LLC 1700 PENNSYLVANIA AVE. NW, SUITE 800 WASHINGTON, DC 20006
EIG Global Energy Partners, LLC 1700 PENNSYLVANIA AVE. NW, SUITE 800 WASHINGTON, DC 20006
R. Blair Thomas 2010 Irrevocable Trust 1700 PENNSYLVANIA AVE. NW, SUITE 800 WASHINGTON, DC 20006
Thomas R. Blair 1700 PENNSYLVANIA AVE. NW, SUITE 800 WASHINGTON, DC 20006
Randall Wade 2010 Irrevocable Trust 1700 PENNSYLVANIA AVE. NW, SUITE 800 WASHINGTON, DC 20006
Kristina Wade 2010 Irrevocable Trust 1700 PENNSYLVANIA AVE. NW, SUITE 800 WASHINGTON, DC 20006
Wade Randall S. 1700 PENNSYLVANIA AVE. NW, SUITE 800 WASHINGTON, DC 20006

Signatures

EIG BBTS HOLDINGS, LLC By: EIG Management Company, LLC, its Manager By: /s/ R. Blair Thomas, Chief Executive Officer By: /s/ Robert L. Vitale, General Counsel		08/14/2018
^**Signature of Reporting Person		Date
EIG MANAGEMENT COMPANY, LLC By: /s/ R. Blair Thomas, Chief Executive Officer By: /s/ Robert L. Vitale, General Counsel		08/14/2018
^**Signature of Reporting Person		Date
EIG ASSET MANAGEMENT, LLC By: /s/ R. Blair Thomas, Chief Executive Officer By: /s/ Robert L. Vitale, General Counsel		08/14/2018
^**Signature of Reporting Person		Date
EIG GLOBAL ENERGY PARTNERS, LLC By: /s/ R. Blair Thomas, Chief Executive Officer By: /s/ Robert L. Vitale, General Counsel		08/14/2018
^**Signature of Reporting Person		Date
THE R. BLAIR THOMAS 2010 IRREVOCABLE TRUST By: /s/ R. Blair Thomas, Trustee		08/14/2018
^**Signature of Reporting Person		Date
R. BLAIR THOMAS By: /s/ R. Blair Thomas		08/14/2018
^**Signature of Reporting Person		Date
THE RANDALL WADE 2010 IRREVOCABLE TRUST By: /s/ Randall S. Wade, Trustee		08/14/2018
^**Signature of Reporting Person		Date
THE KRISTINA WADE 2010 IRREVOCABLE TRUST By: /s/ Randall S. Wade, Trustee		08/14/2018
^**Signature of Reporting Person		Date
RANDALL S. WADE By: /s/ Randall S. Wade		08/14/2018
^**Signature of Reporting Person		Date

Explanation of Responses:

*	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)	The Class B Convertible Units were acquired by Southcross Holdings Borrower LP ("Borrower") as a payment-in-kind distribution on outstanding Class B Convertible Units pursuant to the Issuer's Third Amended and Restated Agreement of Limited Partnership dated August 4, 2014 (the "Partnership Agreement"). The Class B Convertible Units convert into Common Units at the Class B Conversion Rate (as defined in the Partnership Agreement) on the Class B Conversion Date (as defined in the Partnership Agreement).
Remarks: See Exhibit 99.1

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