Filing Details
- Accession Number:
- 0001193125-19-031432
- Form Type:
- 13G Filing
- Publication Date:
- 2019-02-08 06:13:33
- Filed By:
- Rr Advisors, Llc
- Company:
- M V Oil Trust (NYSE:MVO)
- Filing Date:
- 2019-02-08
- SEC Url:
- 13G Filing
Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.
Name | Sole Voting Power | Shared Voting Power | Sole Dispositive Power | Shared Dispositive Power | Aggregate Amount Owned Power | Percent of Class |
---|---|---|---|---|---|---|
Robert J. Raymond | 25,096 | 991,018 | 25,096 | 991,018 | 1,016,114 | 8.84% |
RR Advisors | 0 | 991,018 | 0 | 991,018 | 991,018 | 8.62% |
RCH Black Fund GP | 0 | 958,555 | 0 | 958,555 | 958,555 | 8.34% |
RCH Black Fund | 0 | 958,555 | 0 | 958,555 | 958,555 | 8.10% |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
(Rule 13d-102)
UNDER THE SECURITIES EXCHANGE ACT OF 1934
MV OIL TRUST
(Name of Issuer)
Trust Units
(Title of Class of Securities)
553859109
(CUSIP Number)
December 31, 2018
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
☒ | Rule 13d-1(b) |
☐ | Rule 13d-1(c) |
☐ | Rule 13d-1(d) |
The information required in the remainder of this cover page shall not be deemed to be filed for the purpose of Section 18 of the Securities Exchange Act of 1934 (Act) or otherwise subject to the liabilities of that section of the Act, but shall be subject to all other provisions of the Act (however, see the Notes).
CUSIP No. 59560V109 | 13G | Page 2 of 9 Pages |
1. | Names of Reporting Persons
Robert J. Raymond1 | |||||
2. | Check the Appropriate Box if a Member of a Group (See Instructions)1
(a) ☐ (b) ☒ | |||||
3. | SEC Use Only
| |||||
4. | Citizenship or Place of Organization
United States of America |
Number of Shares Beneficially Owned by Each Reporting Person With: | 5. | Sole Voting Power
25,096 | ||||
6. | Shared Voting Power
991,018 | |||||
7. | Sole Dispositive Power
25,096 | |||||
8. | Shared Dispositive Power
991,018 |
9. | Aggregate Amount Beneficially Owned by Each Reporting Person
1,016,114 | |||||
10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
☐ | |||||
11. | Percent of Class Represented by Amount in Row (9)
8.84%2 | |||||
12. | Type of Reporting Person (See Instructions)
IN |
1 | The reporting person expressly disclaims (a) the existence of any group and (b) beneficial ownership with respect to any common units other than the common units owned of record by such reporting person. |
2 | Based on 11,500,000 outstanding units of beneficial interest as reported in the Issuers Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2018, filed with the SEC on November 8, 2018. |
CUSIP No. 59560V109 | 13G | Page 3 of 9 Pages |
1. | Names of Reporting Persons
RR Advisors, LLC3 | |||||
2. | Check the Appropriate Box if a Member of a Group (See Instructions)3
(a) ☐ (b) ☒ | |||||
3. | SEC Use Only
| |||||
4. | Citizenship or Place of Organization
Delaware |
Number of Shares Beneficially Owned by Each Reporting Person With: | 5. | Sole Voting Power
0 | ||||
6. | Shared Voting Power
991,018 | |||||
7. | Sole Dispositive Power
0 | |||||
8. | Shared Dispositive Power
991,018 |
9. | Aggregate Amount Beneficially Owned by Each Reporting Person
991,018 | |||||
10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
☐ | |||||
11. | Percent of Class Represented by Amount in Row (9)
8.62%4 | |||||
12. | Type of Reporting Person (See Instructions)
IA |
3 | The reporting person expressly disclaims (a) the existence of any group and (b) beneficial ownership with respect to any common units other than the common units owned of record by such reporting person. |
4 | Based on 11,500,000 outstanding units of beneficial interest as reported in the Issuers Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2018, filed with the SEC on November 8, 2018. |
CUSIP No. 59560V109 | 13G | Page 4 of 9 Pages |
1. | Names of Reporting Persons
RCH Black Fund GP, L.P.5 | |||||
2. | Check the Appropriate Box if a Member of a Group (See Instructions)5
(a) ☐ (b) ☒ | |||||
3. | SEC Use Only
| |||||
4. | Citizenship or Place of Organization
Delaware |
Number of Shares Beneficially Owned by Each Reporting Person With: | 5. | Sole Voting Power
0 | ||||
6. | Shared Voting Power
958,555 | |||||
7. | Sole Dispositive Power
0 | |||||
8. | Shared Dispositive Power
958,555 |
9. | Aggregate Amount Beneficially Owned by Each Reporting Person
958,555 | |||||
10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
☐ | |||||
11. | Percent of Class Represented by Amount in Row (9)
8.34%6 | |||||
12. | Type of Reporting Person (See Instructions)
PN |
5 | The reporting person expressly disclaims (a) the existence of any group and (b) beneficial ownership with respect to any common units other than the common units owned of record by such reporting person. |
6 | Based on 11,500,000 outstanding units of beneficial interest as reported in the Issuers Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2018, filed with the SEC on November 8, 2018. |
CUSIP No. 59560V109 | 13G | Page 5 of 9 Pages |
1. | Names of Reporting Persons
RCH Black Fund, L.P.7 | |||||
2. | Check the Appropriate Box if a Member of a Group (See Instructions)7
(a) ☐ (b) ☒ | |||||
3. | SEC Use Only
| |||||
4. | Citizenship or Place of Organization
Delaware |
Number of Shares Beneficially Owned by Each Reporting Person With: | 5. | Sole Voting Power
0 | ||||
6. | Shared Voting Power
958,555 | |||||
7. | Sole Dispositive Power
0 | |||||
8. | Shared Dispositive Power
958,555 |
9. | Aggregate Amount Beneficially Owned by Each Reporting Person
958,555 | |||||
10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
☐ | |||||
11. | Percent of Class Represented by Amount in Row (9)
8.10%8 | |||||
12. | Type of Reporting Person (See Instructions)
PN |
7 | The reporting person expressly disclaims (a) the existence of any group and (b) beneficial ownership with respect to any common units other than the common units owned of record by such reporting person. |
8 | Based on 11,500,000 outstanding units of beneficial interest as reported in the Issuers Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2018, filed with the SEC on November 8, 2018. |
CUSIP No. 59560V109 | 13G | Page 6 of 9 Pages |
Item 1(a). | Name of Issuer | |||||
MV Oil Trust | ||||||
Item 1(b). | Address of Issuers Principal Executive Offices | |||||
The Bank of New York Mellon Trust Company, N.A., Trustee
Global Corporate Trust
601 Travis Street, Floor 16
Houston, Texas | ||||||
Item 2(a). | Name of Persons Filing | |||||
Robert J. Raymond RR Advisors, LLC RCH Black Fund GP, L.P. RCH Black Fund, L.P. | ||||||
Item 2(b). | Address of Principal Business Office, or, if none, Residence | |||||
The address of the principal business office for each reporting person is:
3953 Maple Avenue, Suite 180 Dallas, Texas 75219 | ||||||
Item 2(c). | Citizenship | |||||
Robert J. Raymond is a citizen of the United States.
RR Advisors, LLC is a Delaware limited liability company.
Each of RCH Black Fund GP, L.P. and RCH Black Fund, L.P. is a Delaware limited partnership. | ||||||
Item 2(d). | Title of Class of Securities | |||||
Trust Units | ||||||
Item 2(e). | CUSIP Number | |||||
553859109 | ||||||
Item 3. | If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: | |||||
(a) | ☐ | Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o); | ||||
(b) | ☐ | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c); | ||||
(c) | ☐ | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c); | ||||
(d) | ☐ | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8); | ||||
(e) | ☒ | An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E); | ||||
(f) | ☐ | An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F); |
CUSIP No. 59560V109 | 13G | Page 7 of 9 Pages |
(g) | ☐ | A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G); | ||||
(h) | ☐ | A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); | ||||
(i) | ☐ | A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3); | ||||
(j) | ☐ | A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). | ||||
(k) | ☐ | Group, in accordance with § 240.13d-1(b)(1)(ii)(K). | ||||
Item 4. | Ownership | |||||
With respect to the disclosure set forth in this Item 4, each reporting person expressly disclaims (a) the existence of any group and (b) beneficial ownership with respect to any common units other than the
common units owned of record by such reporting person.
The percent of class provided for each reporting person below is based on 11,500,000 outstanding units of beneficial interest as reported in the Issuers Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2018, filed with the SEC on November 8, 2018. | ||||||
(a) | Amount beneficially owned:
Robert J. Raymond: 1,016,114 RR Advisors, LLC: 991,018 RCH Black Fund GP, L.P.: 958,555 RCH Black Fund, L.P.: 958,555 | |||||
(b) | Percent of class:
Robert J. Raymond: 8.84% RR Advisors, LLC: 8.62% RCH Black Fund GP, L.P.: 8.34% RCH Black Fund, L.P.: 8.34% | |||||
(c) | Number of units as to which the person has: | |||||
(i) | Sole power to vote or to direct the vote:
Robert J. Raymond: 25,096 RR Advisors, LLC: 0 RCH Black Fund GP, L.P.: 0 RCH Black Fund, L.P.: 0 | |||||
(ii) | Shared power to vote or to direct the vote:
Robert J. Raymond: 991,018 RR Advisors, LLC: 991,018 RCH Black Fund GP, L.P.: 958,555 RCH Black Fund, L.P.: 958,555 |
CUSIP No. 59560V109 | 13G | Page 8 of 9 Pages |
(iii) | Sole power to dispose or to direct the disposition of:
Robert J. Raymond: 25,096 RR Advisors, LLC: 0 RCH Black Fund GP, L.P.: 0 RCH Black Fund, L.P.: 0 | |||||
(iv) | Shared power to dispose or to direct the disposition of:
Robert J. Raymond: 991,018 RR Advisors, LLC: 991,018 RCH Black Fund GP, L.P.: 958,555 RCH Black Fund, L.P.: 958,555 | |||||
Item 5. | Ownership of Five Percent or Less of a Class | |||||
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following: ☐ | ||||||
Item 6. | Ownership of More Than Five Percent on Behalf of Another Person | |||||
Limited partners of RCH Black Fund GP, L.P. and RCH Black Fund, L.P. indirectly participate in the receipt of dividends from, and proceeds from the sale of, the common units. In addition, RR Advisors, LLC serves as investment adviser for certain separately managed accounts, and the holders of the securities in such accounts participate in the receipt of dividends from, and proceeds from the sale of, the common units held therein. | ||||||
Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company | |||||
Not Applicable | ||||||
Item 8. | Identification and Classification of Members of the Group | |||||
Not Applicable | ||||||
Item 9. | Notice of Dissolution of Group | |||||
Not Applicable | ||||||
Item 10. | Certification | |||||
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that effect or purpose, other than activities solely in connection with a nomination under § 240.14a-11. |
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Date: February 8, 2019
/s/ Robert J. Raymond | ||
Robert J. Raymond |
RR ADVISORS, LLC | ||
By: | /s/ Robert J. Raymond | |
Name: | Robert J. Raymond | |
Title: | Sole Member |
RCH BLACK FUND GP, L.P. | ||
By: | RR Advisors, LLC, its General Partner | |
By: | /s/ Robert J. Raymond | |
Name: | Robert J. Raymond | |
Title: | Sole Member |
RCH BLACK FUND, L.P. | ||
By: | RCH Black Fund GP, L.P., its General Partner | |
By: | RR Advisors, LLC, its General Partner | |
By: | /s/ Robert J. Raymond | |
Name: | Robert J. Raymond | |
Title: | Sole Member |
[Signature PageSchedule 13G]