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As Of Filer Filing For·On·As Docs:Size Issuer Agent 3/31/15 GasLog Partners LP S-8 3/31/15 5:278K Cravath Swaine & … 01/FA |
Document/Exhibit Description Pages Size 1: S-8 Registration Statement HTML 71K 2: EX-4.6 2015 Long-Term Incentive Plan HTML 92K 3: EX-5.1 Opinion of Cozen O'Connor HTML 18K 4: EX-23.1 Consent of Independent Registered Public HTML 7K Accounting Firm 5: EX-23.2 Consent of Independent Registered Public Account HTML 7K Firm
Republic of the Marshall Islands
(State or other jurisdiction of
incorporation or organization)
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98-1160877
(I.R.S. Employer
Identification Number)
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Nicola Lloyd, General Counsel
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Gildo Pastor Center
7 Rue du Gabian
MC 98000, Monaco
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Telephone: +377 97 97 51 15 Facsimile: +377 97 97 51 24
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Large accelerated filer £
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Accelerated filer £
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Non-accelerated filer R
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Smaller reporting company £
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(Do not check if a smaller reporting company)
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Title of securities to be registered
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Amount to be
registered (1)
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Proposed maximum
offering price per
unit (2)
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Proposed maximum
aggregate offering
price (2)
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Amount of
registration fee
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Common units representing limited partner interests
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241,447
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$23.85
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$5,758,510.95
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$669.14
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(1)
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This Registration Statement covers 241,447 common units representing limited partner interests (the “Units”), of GasLog Partners LP (the “Partnership”), authorized to be offered and sold pursuant to the Partnership’s 2015 Long-Term Incentive Plan, as may be amended from time to time (the “Plan”). In addition, pursuant to Rule 416 under the Securities Act of 1933, as amended (the “Securities Act”), this Registration Statement covers an indeterminable number of additional Units as may hereafter be offered or issued, pursuant to the Plan, to prevent dilution resulting from stock splits, stock dividends or similar transactions effected without receipt of consideration.
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(2)
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Estimated solely for calculating the registration fee pursuant to paragraphs (c) and (h) of Rule 457 under the Securities Act. The price per Unit is estimated based on the average of the high and low trading prices per Unit on March 25, 2015, as reported by the New York Stock Exchange.
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(a)
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the Partnership’s Annual Report on Form 20-F for the year ended December 31, 2014, filed with the Commission on February 17, 2015; and
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(c)
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the description of the Partnership’s common units which is contained in the Partnership’s Registration Statement on Form 8-A (File No. 001-36433), filed with the Commission on April 30, 2014, pursuant to the Securities Exchange Act of 1934, as amended (the “Exchange Act”), including any amendment or report filed for the purpose of updating such description.
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Exhibit
Number |
Exhibit
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4.1
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Certificate of Limited Partnership of GasLog Partners LP(1)
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4.2
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First Amended and Restated Agreement of Limited Partnership of GasLog Partners LP(2)
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4.3
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Amendment No. 1 to First Amended and Restated Agreement of Limited Partnership of GasLog Partners LP(3)
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4.4
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Certificate of Formation of GasLog Partners GP LLC(1)
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4.5
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Limited Liability Company Agreement of GasLog Partners GP LLC(1) | |
4.6
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GasLog Partners LP 2015 Long-Term Incentive Plan
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5.1
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Opinion of Cozen O’Connor
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23.1
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Consent of Deloitte LLP
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23.2
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Consent of Deloitte Hadjipavlou, Sofianos and Cambanis S.A.
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23.3
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Consent of Cozen O’Connor (included in Exhibit 5.1)
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24.1
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Power of Attorney (included on the signature page hereto)
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(1)
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Previously filed as an exhibit to GasLog Partners LP’s Registration Statement on Form F-1 (File No. 333-195109), declared effective by the Commission on May 6, 2014, and hereby incorporated by reference to such Registration Statement.
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(2)
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Previously filed as an exhibit to GasLog Partners LP’s Annual Report on Form 20-F for the year ended December 31, 2014, filed with the Commission on February 17, 2015, and hereby incorporated by reference to such Report.
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(3)
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Previously filed as Exhibit 99.3 to GasLog Partners LP’s Report on Form 6-K, filed with the Commission on October 30, 2014, hereby incorporated by reference to such Report.
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1. |
The undersigned registrant hereby undertakes:
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(a) | To file, during any period in which offers or sales are being made, a post-effective amendment to the Registration Statement: |
(i) |
to include any prospectus required by Section 10(a)(3) of the Securities Act;
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(ii) |
to reflect in the prospectus any facts or events arising after the effective date of the Registration Statement (or the most recent post-effective amendment thereof) which, individually or in the aggregate, represent a fundamental change in the information set forth in the Registration Statement. Notwithstanding the foregoing, any increase or decrease in volume of securities offered (if the total dollar value of securities offered would not exceed that which was registered) and any deviation from the low or high end of the estimated maximum offering range may be reflected in the form of prospectus filed with the Commission pursuant to Rule 424(b) if, in the aggregate, the changes in volume and price represent no more than a 20% change in the maximum aggregate offering price set forth in the “Calculation of Registration Fee” table in the effective Registration Statement; and
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(iii) |
to include any material information with respect to the plan of distribution not previously disclosed in the Registration Statement or any material change to such information in the Registration Statement;
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GASLOG PARTNERS LP | |||
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By:
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/s/ Andrew J. Orekar | |
Name: Andrew J. Orekar | |||
Title: Chief Executive Officer | |||
Signature
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Title
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Chief Executive Officer
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Name: Andrew J. Orekar
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(Principal Executive Officer)
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/s/ Simon Crowe
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Chief Financial Officer
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Name: Simon Crowe
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(Principal Financial and Accounting Officer)
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Chairman of the Board and Director
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Name: Curtis V. Anastasio
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Director
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Name: Robert B. Allardice III
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/s/ Daniel Bradshaw
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Director
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Name: Daniel Bradshaw
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/s/ David P. Conner
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Director
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Name: David P. Conner
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/s/ Pamela Gibson
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Director
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Name: Pamela Gibson
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Director
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Name: Donald J. Kintzer
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/s/ Peter G. Livanos
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Director
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Name: Peter G. Livanos
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PUGLISI & ASSOCIATES | |||
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By:
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/s/ Donald J. Puglisi | |
Name: Donald J. Puglisi | |||
Title: Managing Director | |||
Exhibit
Number |
Exhibit
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4.1
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Certificate of Limited Partnership of GasLog Partners LP(1)
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4.2
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First Amended and Restated Agreement of Limited Partnership of GasLog Partners LP(2)
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4.3
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Amendment No. 1 to First Amended and Restated Agreement of Limited Partnership of GasLog Partners LP(3)
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4.4
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Certificate of Formation of GasLog Partners GP LLC(1)
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4.5
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Limited Liability Company Agreement of GasLog Partners GP LLC(1) | |
4.6
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GasLog Partners LP 2015 Long-Term Incentive Plan
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5.1
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Opinion of Cozen O’Connor
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23.1
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Consent of Deloitte LLP
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23.2
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Consent of Deloitte Hadjipavlou, Sofianos and Cambanis S.A.
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23.3
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Consent of Cozen O’Connor (included in Exhibit 5.1)
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24.1
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Power of Attorney (included on the signature page hereto)
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(1)
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Previously filed as an exhibit to GasLog Partners LP’s Registration Statement on Form F-1 (File No. 333-195109), declared effective by the Commission on May 6, 2014, and hereby incorporated by reference to such Registration Statement.
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(2)
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Previously filed as an exhibit to GasLog Partners LP’s Annual Report on Form 20-F for the year ended December 31, 2014, filed with the Commission on February 17, 2015, and hereby incorporated by reference to such Report.
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(3)
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Previously filed as Exhibit 99.3 to GasLog Partners LP’s Report on Form 6-K, filed with the Commission on October 30, 2014, hereby incorporated by reference to such Report.
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This ‘S-8’ Filing | Date | Other Filings | ||
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Filed on / Effective on: | 3/31/15 | |||
3/25/15 | ||||
2/17/15 | 20-F, 6-K | |||
12/31/14 | 20-F | |||
10/30/14 | 6-K | |||
5/6/14 | ||||
4/30/14 | 8-A12B | |||
List all Filings |
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 3/06/23 GasLog Partners LP 20-F 12/31/22 121:14M Toppan Merrill/FA 7/28/22 GasLog Partners LP 6-K 6/30/22 73:5.6M Toppan Merrill/FA 3/01/22 GasLog Partners LP 20-F 12/31/21 122:15M Toppan Merrill/FA 7/27/21 GasLog Partners LP 6-K 6/30/21 71:5.4M Toppan Merrill/FA 3/02/21 GasLog Partners LP 20-F 12/31/20 117:15M Toppan Merrill-FA 8/05/20 GasLog Partners LP 6-K 6/30/20 89:13M Toppan Merrill/FA |