Page 13 of 17 – SEC Filing
This Amendment No. 1 (Amendment No. 1) to Schedule 13D relates to the
shares of Class A Common Stock, par value $0.01 per share (the Common Stock), of SemGroup Corporation, a Delaware corporation (the Issuer), and amends the initial statement on Schedule 13D filed on
October 26, 2017 (the Original Schedule 13D, and as amended, the Schedule 13D). This Amendment No. 1 is being filed to correct the number of shares of Common Stock related to the Derivative Agreements
reported in Item 6 of the Original Schedule 13D (as of October 22, 2017, an indirect subsidiary of The Blackstone Group L.P. held Derivative Agreements with respect to 20,686 shares of Common Stock (representing economic exposure to less than
0.1% of the Common Stock) instead of the 6,722,216 disclosed in the Original Schedule 13D). Capitalized terms used but not defined in this Amendment No. 1 shall have the same meanings ascribed to them in the Schedule 13D.
Item 3. Source and Amount of Funds or Other Consideration
Item 3 of the Schedule 13D is hereby supplemented by adding the following
As of November 1, 2017, the funds and accounts managed by HFA acquired the securities reported herein for aggregate consideration of
approximately $252.6 million, using cash available in such funds and accounts.
Item 5. Interest in Securities of the Issuer.
Items 5(a)-(b) of the Schedule 13D are hereby amended and restated as follows:
(a) and (b). Calculations of the percentage of Common Stock beneficially owned assumes that there are a total of 78,660,676 shares of Common
Stock outstanding as of September 30, 2017, as reported in the Issuers Registration Statement on Form S-3 filed on October 13, 2017.
The aggregate number and percentage of shares of Common Stock beneficially owned by each Reporting Person and, for each Reporting Person, the
number of shares of Common Stock 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 shares of Common Stock held by funds and accounts managed by HFA as of November 1, 2017. None of the Blackstone Persons directly owns any Common Stock.
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.
