13D Filing: Lightfoot Capital Partners, LP and Arc Logistics Partners LP (ARCX)

Page 6 of 8 – SEC Filing


If the Merger is completed, the Common Units will be delisted from the New York Stock Exchange
and deregistered under the Securities Exchange Act of 1934, as amended (the Exchange Act) (via termination of registration pursuant to Section 12(g) of the Exchange Act).

Item 5. Interest in Securities of the Issuer

(a), (b) Based on 19,545,944 Common Units
outstanding as of August 28, 2017.

Lightfoot Capital Partners, LP

(a)    Aggregate amount beneficially owned:

5,242,775

Percentage beneficially owned:

26.8 %

(b)    Number of units to which the Reporting Person has:

i. Sole voting power

5,242,775

ii. Shared voting power

0

iii. Sole dispositive power

5,242,775

iv. Shared dispositive power

0

Lightfoot Capital Partners GP LLC

(a)    Aggregate amount beneficially owned:

5,242,775

Percentage beneficially owned:

26.8 %

(b)    Number of units to which the Reporting Person has:

i. Sole voting power

5,242,775

ii. Shared voting power

0

iii. Sole dispositive power

5,242,775

iv. Shared dispositive power

0

Management and control of LCP LP is vested in its general partner, LCP GP, which is in turn managed and
controlled by its board of managers consisting of Jonathan Cohen, Vincent T. Cubbage, Eric Scheyer, Joshua Tarnow, John Pugh and Alec Litowitz and its Series A Members consisting of Vincent T. Cubbage, MCP Lightfoot Investment LLC, Atlas Lightfoot,
LLC, LB GPS Lightfoot L.L.C. and EFS LF Holdings, LLC. LCP GP may therefore be deemed to beneficially own Common Units owned directly by LCP LP. Certain of the managers and Series A Members of LCP GP own equity interests in the Issuer.

(c) Except as set forth in this Schedule 13D, the Reporting Persons and the managers and Series A Members of LCP GP have not effected any
transactions in the class of securities described herein during the past 60 days.

(d) Not applicable.

(e) Not applicable.

Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer

Joint Filing Agreement

A Joint
Filing Agreement, dated September 6, 2017, by and between the Reporting Persons has been executed. A copy of the Joint Filing Agreement is attached hereto as Exhibit 99.1 to this Schedule 13D and is incorporated herein by reference.

Partnership Agreement

On
November 12, 2013, in connection with the closing of the Issuers initial public offering, the Issuer amended and restated its Agreement of Limited Partnership. The Partnership Agreement describes the terms and rights of the Common Units,
including with respect to voting and cash distributions. The foregoing description of the Partnership Agreement is qualified in its entirety by reference to the full text of the Partnership Agreement, which is listed as Exhibit 99.2 and incorporated
herein by reference.

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