Page 15 of 19 – SEC Filing
| Item 5. | Interest in Securities of the Issuer. |
(a) and (b). Calculations of the percentage of
Common Units beneficially owned assumes that there are a total of 46,000,535 Common Units outstanding as of October 30, 2017 (excluding the 6,375,000 Common Units underlying the underwriters option in connection with the Issuers initial
public offering), based on information in the Issuers prospectus on Form 424B4 filed on October 27, 2017. Upon the underwriters exercise of their option to acquire an additional 6,375,000 Common Units (or if such option is not
exercised, upon the issuance of such Common Units to an affiliate of the Issuer), the number of Common Units beneficially owned as reported herein would equal approximately 7.7% of the outstanding Common Units.
The aggregate number and percentage of Common Units beneficially owned by each Reporting Person and, for each Reporting Person, the number of
Common Units as to which there is sole power to vote or to direct the vote, shared power to vote or to direct the vote, sole power to dispose or to direct the disposition, or shared power to dispose or to direct the disposition are set forth on rows
7 through 11 and row 13 of the cover pages of this Schedule 13D and are incorporated herein by reference.
The amounts reported herein
reflect the number of Common Units held by funds and accounts managed by HFA as ofNovember 1, 2017. None of the Blackstone Persons directly owns any Common Units.
Harvest Fund Holdco L.P. is the sole member of HFA. Blackstone Harvest Holdco L.L.C. is the general partner of Harvest Fund Holdco L.P.
Blackstone Intermediary Holdco L.L.C. is the sole member of Blackstone Harvest Holdco L.L.C. Blackstone Advisory Partners L.P. is the sole member of Blackstone Intermediary Holdco L.L.C. Blackstone Advisory Services L.L.C. is the general partner of
Blackstone Advisory Partners L.P. Blackstone Holdings I L.P. is the sole member of Blackstone Advisory Services L.L.C. Blackstone Holdings I/II GP Inc. is the general partner of Blackstone Holdings I L.P. The Blackstone Group L.P. is the controlling
shareholder of Blackstone Holdings I/II GP Inc. The general partner of The Blackstone Group L.P. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstones senior managing directors and controlled
by its founder, Stephen A. Schwarzman.
HFA, an investment adviser registered under the Investment Advisers Act of 1940, as amended,
advises funds and accounts. In such capacity, HFA has voting authority and dispositive discretion over the securities of the Issuer described in this Schedule 13D that are owned by the funds and accounts advised by it. Except for the purpose of
determining beneficial ownership under Section 13(d) of the Securities Exchange Act of 1934, as amended (the Exchange Act), HFA and the other Reporting Persons each disclaims beneficial ownership of all securities reported as
beneficially owned by HFA in this Schedule 13D. None of the Reporting Persons has any pecuniary interest in the securities reported as beneficially owned by HFA in this Schedule 13D, as such term is used for purposes of Section 16 of the
Exchange Act. Neither the filing of this Schedule 13D nor any of its contents shall be deemed to constitute an admission that any of the Reporting Persons is the beneficial owner of the securities referred to herein for purposes of
Section 13(d) or Section 16 of the Exchange Act or for any other purpose.
(c) Except as set forth in Schedule 1 of this
Schedule 13D, none of the Reporting Persons has effected any transaction in the past 60 days in Common Units.
(d) To the best knowledge
of the Reporting Persons, no person other than the Reporting Persons (or the funds or accounts managed by HFA) has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the securities
beneficially owned by the Reporting Persons identified in this Item 5.
(e) Not applicable.
