Filing Details

 

	UNITED STATES
	SECURITIES AND EXCHANGE COMMISSION
	Washington, D.C. 20549

 

 

Amendment No. 2

 

to

 

SCHEDULE 13D

 

Under the Securities Exchange Act of 1934

 

 

(Name of Issuer)

 

(Title of Class of Securities)

 

(CUSIP Number)

 

(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

 

(Date of Event Which Requires Filing of this Statement)

 

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. o

 

 

CUSIP No. 29414J107
	1.	Names of Reporting Person: Enviva Development Holdings, LLC
	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)	o
		(b)	o
	3.	SEC Use Only
	4.	Source of Funds (See Instructions) OO (See Item 3)
	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or (e)     o
	6.	Citizenship or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 1,681,237
			8.	Shared Voting Power 0
			9.	Sole Dispositive Power 1,681,237
			10.	Shared Dispositive Power 0
	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 1,681,237
	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)   o
	13.	Percent of Class Represented by Amount in Row (11) 5.0%(1)
	14.	Type of Reporting Person (See Instructions) OO

 

(1)                                 Based on 33,454,321 common units outstanding as of April 2, 2019.

 

1

 

CUSIP No. 29414J107
	1.	Names of Reporting Person: Enviva Cottondale Acquisition I, LLC
	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)	o
		(b)	o
	3.	SEC Use Only
	4.	Source of Funds (See Instructions) OO (See Item 3)
	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or (e)     o
	6.	Citizenship or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 6,007,454
			8.	Shared Voting Power 0
			9.	Sole Dispositive Power 6,007,454
			10.	Shared Dispositive Power 0
	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 6,007,454
	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)   o
	13.	Percent of Class Represented by Amount in Row (11) 18.0%(1)
	14.	Type of Reporting Person (See Instructions) OO

 

(1)                                 Based on 33,454,321 common units outstanding as of April 2, 2019.

 

2

 

CUSIP No. 29414J107
	1.	Names of Reporting Person: Enviva MLP Holdco, LLC
	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)	o
		(b)	o
	3.	SEC Use Only
	4.	Source of Funds (See Instructions) OO (See Item 3)
	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or (e)     o
	6.	Citizenship or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 5,897,684
			8.	Shared Voting Power 0
			9.	Sole Dispositive Power 5,897,684
			10.	Shared Dispositive Power 0
	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 5,897,684
	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)   o
	13.	Percent of Class Represented by Amount in Row (11) 17.6%(1)
	14.	Type of Reporting Person (See Instructions) OO

 

(1)                                 Based on 33,454,321 common units outstanding as of April 2, 2019.

 

3

 

CUSIP No. 29414J107
	1.	Names of Reporting Person: Enviva Holdings, LP
	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)	o
		(b)	o
	3.	SEC Use Only
	4.	Source of Funds (See Instructions) OO (See Item 3)
	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or (e)     o
	6.	Citizenship or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 13,586,375
			8.	Shared Voting Power 0
			9.	Sole Dispositive Power 13,586,375
			10.	Shared Dispositive Power 0
	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 13,586,375
	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)   o
	13.	Percent of Class Represented by Amount in Row (11) 40.6%(1)
	14.	Type of Reporting Person (See Instructions) PN

 

(1)                                 Based on 33,454,321 common units outstanding as of April 2, 2019.

 

4

 

CUSIP No. 29414J107
	1.	Names of Reporting Person: Enviva Holdings GP, LLC
	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)	o
		(b)	o
	3.	SEC Use Only
	4.	Source of Funds (See Instructions) OO (See Item 3)
	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or (e)     o
	6.	Citizenship or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 13,586,375
			8.	Shared Voting Power 0
			9.	Sole Dispositive Power 13,586,375
			10.	Shared Dispositive Power 0
	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 13,586,375
	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)   o
	13.	Percent of Class Represented by Amount in Row (11) 40.6%(1)
	14.	Type of Reporting Person (See Instructions) OO

 

(1)                                 Based on 33,454,321 common units outstanding as of April 2, 2019.

 

5

 

CUSIP No. 29414J107
	1.	Names of Reporting Person: R/C Wood Pellet Investment Partnership, L.P.
	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)	o
		(b)	o
	3.	SEC Use Only
	4.	Source of Funds (See Instructions) OO (See Item 3)
	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or (e)     o
	6.	Citizenship or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 13,586,375
			8.	Shared Voting Power 0
			9.	Sole Dispositive Power 13,586,375
			10.	Shared Dispositive Power 0
	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 13,586,375
	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)   o
	13.	Percent of Class Represented by Amount in Row (11) 40.6%(1)
	14.	Type of Reporting Person (See Instructions) PN

 

(1)                                 Based on 33,454,321 common units outstanding as of April 2, 2019.

 

6

 

CUSIP No. 29414J107
	1.	Names of Reporting Person: Riverstone/Carlyle Renewable Energy Partners II, L.P.
	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)	o
		(b)	o
	3.	SEC Use Only
	4.	Source of Funds (See Instructions) OO (See Item 3)
	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or (e)     o
	6.	Citizenship or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 13,586,375
			8.	Shared Voting Power 0
			9.	Sole Dispositive Power 13,586,375
			10.	Shared Dispositive Power 0
	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 13,586,375
	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)   o
	13.	Percent of Class Represented by Amount in Row (11) 40.6%(1)
	14.	Type of Reporting Person (See Instructions) PN

 

(1)                                 Based on 33,454,321 common units outstanding as of April 2, 2019.

 

7

 

CUSIP No. 29414J107
	1.	Names of Reporting Person: R/C Renewable Energy GP II, L.L.C.
	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)	o
		(b)	o
	3.	SEC Use Only
	4.	Source of Funds (See Instructions) OO (See Item 3)
	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or (e)     o
	6.	Citizenship or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 13,586,375
			8.	Shared Voting Power 0
			9.	Sole Dispositive Power 13,586,375
			10.	Shared Dispositive Power 0
	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 13,586,375
	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)   o
	13.	Percent of Class Represented by Amount in Row (11) 40.6%(1)
	14.	Type of Reporting Person (See Instructions) OO

 

(1)                                 Based on 33,454,321 common units outstanding as of April 2, 2019.

 

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Item 1.                                 Security and Issuer

 

This Amendment No. 2 (this Amendment) amends and supplements the Schedule 13D filed on December 28, 2015, as amended by Amendment No. 1 to the Schedule 13D filed on May 30, 2018 (as so amended, the Schedule 13D), with respect to the common units representing limited partner interests (Common Units) in Enviva Partners, LP (the Issuer).  Capitalized terms used in this Amendment and not otherwise defined shall have the same meanings ascribed to them in the Schedule 13D.

 

Item 2.                                 Identity and Background

 

This Amendment amends and restates paragraphs (a), (b), (c), and (f) of Item 2 of the Schedule 13D as follows:

 

(a), (f) This Schedule 13D is being filed jointly by (i) Enviva Development Holdings, LLC, a Delaware limited liability company (Enviva Development Holdings), (ii) Enviva Cottondale Acquisition I, LLC, a Delaware limited liability company (Enviva Cottondale), (iii) Enviva MLP Holdco, LLC, a Delaware limited liability company (Enviva MLP Holdco), (iv) Enviva Holdings, LP, a Delaware limited partnership (Enviva Holdings), (v) Enviva Holdings GP, LLC, a Delaware limited liability company (Holdings GP), (vi) R/C Wood Pellet Investment Partnership, L.P., a Delaware limited partnership (R/C Partnership), (vii) Riverstone/Carlyle Renewable Energy Partners II, L.P., a Delaware limited partnership (R/C Renewable Energy Partners), and (viii) R/C Renewable Energy GP II, L.L.C., a Delaware limited liability company (R/C Renewable Energy GP). The entities filing this Amendment are collectively referred to herein as the Reporting Persons.

 

(b) The principal business office for each of Enviva Development Holdings, Enviva Cottondale, Enviva MLP Holdco, Enviva Holdings, and Holdings GP is: 7200 Wisconsin Avenue, Suite 1000, Bethesda, MD 20814.  The principal business office for each of R/C Partnership, R/C Renewable Energy Partners, and R/C Renewable Energy GP is: 712 Fifth Avenue, 36th Floor, New York, NY 10019.

 

(c) Information with respect to the executive officers and directors, if any, of each of the Reporting Persons, including name, business address, present principal occupation or employment, the organization in which such employment is conducted, and citizenship, is listed on the attached Schedule A, which is incorporated in this Schedule 13D by reference.

 

R/C Renewable Energy GP is managed by a four-person investment committee. R/C Renewable Energy GP is the general partner of R/C Renewable Energy Partners, which is the general partner of R/C Partnership, which is the sole member of Holdings GP, which is the general partner of Enviva Holdings. Enviva Holdings owns a 100% limited liability company interest in each of (i) Enviva Development Holdings, which owns 1,681,237 Common Units, (ii) Enviva Cottondale, which owns 6,007,454 Common Units, and (iii) Enviva MLP Holdco, which owns 5,897,684 Common Units and a 100% limited liability company interest in Enviva Partners GP, LLC, a Delaware limited liability company and the general partner of the Issuer (the General Partner). Enviva Holdings also indirectly owns 100% of the incentive distribution rights representing limited partner interests in the Issuer.  R/C Renewable Energy GP exercises investment discretion and control over the Common Units indirectly held by Enviva Holdings through R/C Renewable Energy Partners and R/C Partnership.

 

R/C Renewable Energy GPs principal business is serving as the general partner of R/C Renewable Energy Partners and various other affiliated entities. R/C Renewable Energy Partners principal business is serving as the general partner of R/C Partnership. R/C Partnership was formed to be the sole member of Holdings GP. Holdings GPs principal business is serving as the general partner of Enviva Holdings. Enviva Holdings was formed to be the sole member of Enviva Development Holdings, Enviva Cottondale, Enviva MLP Holdco, and various other affiliated entities. Enviva Development Holdings was formed to hold interests in entities engaged in project development. Enviva Cottondale and Enviva MLP Holdco were formed to hold securities of the Issuer.

 

Item 3.                                 Source and Amount of Funds or Other Consideration

 

This Amendment amends and restates Item 3 of the Schedule 13D in its entirety as follows:

 

Prior to the Issuers initial public offering (the IPO), Enviva MLP Holdco was the owner of a 100% limited partner interest in the Issuer. Immediately prior to the closing of the IPO, the Issuer recapitalized its limited partner

 

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interests and issued, among other things, 5,897,684 subordinated units representing limited partner interests in the Issuer (Subordinated Units) to Enviva Cottondale and 405,138 Common Units and 6,007,454 Subordinated Units to Enviva MLP Holdco.  On May 30, 2018, the Subordinated Units held by Enviva MLP Holdco and Enviva Cottondale converted into Common Units on a one-for-one basis pursuant to the terms of the Partnership Agreement.

 

On December 11, 2015, the Issuer and a subsidiary of Enviva Holdings entered into and consummated the transactions contemplated by a Contribution Agreement (the Contribution Agreement) with Enviva Wilmington Holdings, LLC, a Delaware limited liability company (the Hancock JV) that was a joint venture among Enviva Development Holdings and John Hancock Life Insurance Company (U.S.A.) and certain of its affiliates.  Pursuant to the Contribution Agreement, the Hancock JV contributed to Enviva, LP, a Delaware limited partnership and a wholly owned subsidiary of the Issuer (Enviva LP), all of the issued and outstanding limited liability company interests in Enviva Pellets Southampton, LLC, a Delaware limited liability company, for total consideration of $131 million, consisting of $116 million in cash and 942,023 Common Units.  As a result of these transactions, Enviva Development Holdings acquired 942,023 Common Units.

 

On February 1, 2018, Enviva Development Holdings sold a total of 81,708 Common Units to the General Partner, which used the Common Units to satisfy the Issuers settlement obligations with respect to vested phantom unit awards under its long-term incentive plan.

 

On May 7, 2018, Enviva Development Holdings and Enviva MLP Holdco sold an aggregate 1,265,453 Common Units in registered, privately negotiated transactions with several purchasers.

 

On April 2, 2019, the Issuer issued 1,681,237 Common Units to Enviva Development Holdings as partial consideration for the contribution of all of the issued and outstanding Class B interests in the Hancock JV to Enviva LP.

 

Item 5.                                 Interest in Securities of the Issuer

 

This Amendment amends and restates paragraphs (a), (b), and (c) of Item 5 of the Schedule 13D in their entirety as follows:

 

(a)-(b)              The percent of class provided for each Reporting Person below is based on 33,454,321 Common Units outstanding as of April 2, 2019.

 

1.              Enviva Development Holdings, LLC

A.            Amount beneficially owned:  1,681,237

B.            Percent of class:  5.0%

C.            Number of units as to which the person has:

i.                  Sole power to vote or to direct the vote:  1,681,237

ii.               Shared power to vote or to direct the vote:  0

iii.            Sole power to dispose or to direct the disposition of:  1,681,237

iv.           Shared power to dispose or to direct the disposition of:  0

 

2.              Enviva Cottondale Acquisition I, LLC

A.            Amount beneficially owned:  6,007,454

B.            Percent of class:  18.0%

C.            Number of units as to which the person has:

i.                  Sole power to vote or to direct the vote:  6,007,454

ii.               Shared power to vote or to direct the vote:  0

iii.            Sole power to dispose or to direct the disposition of:  6,007,454

iv.           Shared power to dispose or to direct the disposition of:  0

 

3.              Enviva MLP Holdco, LLC

A.            Amount beneficially owned:  5,897,684

B.            Percent of class:  17.6%

C.            Number of units as to which the person has:

 

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i.                  Sole power to vote or to direct the vote:  5,897,684

ii.               Shared power to vote or to direct the vote:  0

iii.            Sole power to dispose or to direct the disposition of:  5,897,684

iv.           Shared power to dispose or to direct the disposition of:  0

 

4.              Enviva Holdings, LP

A.            Amount beneficially owned:  13,586,375

B.            Percent of class:  40.6%

C.            Number of units as to which the person has:

i.                  Sole power to vote or to direct the vote:  13,586,375

ii.               Shared power to vote or to direct the vote:  0

iii.            Sole power to dispose or to direct the disposition of:  13,586,375

iv.           Shared power to dispose or to direct the disposition of:  0

 

5.              Enviva Holdings GP, LLC

A.            Amount beneficially owned:  13,586,375

B.            Percent of class:  40.6%

C.            Number of units as to which the person has:

i.                  Sole power to vote or to direct the vote:  13,586,375

ii.               Shared power to vote or to direct the vote:  0

iii.            Sole power to dispose or to direct the disposition of:  13,586,375

iv.           Shared power to dispose or to direct the disposition of:  0

 

6.              R/C Wood Pellet Investment Partnership, L.P.

A.            Amount beneficially owned:  13,586,375

B.            Percent of class:  40.6%

C.            Number of units as to which the person has:

i.                  Sole power to vote or to direct the vote:  13,586,375

ii.               Shared power to vote or to direct the vote:  0

iii.            Sole power to dispose or to direct the disposition of:  13,586,375

iv.           Shared power to dispose or to direct the disposition of:  0

 

7.              Riverstone/Carlyle Renewable Energy Partners II, L.P.

A.            Amount beneficially owned:  13,586,375

B.            Percent of class:  40.6%

C.            Number of units as to which the person has:

i.                  Sole power to vote or to direct the vote:  13,586,375

ii.               Shared power to vote or to direct the vote:  0

iii.            Sole power to dispose or to direct the disposition of:  13,586,375

iv.           Shared power to dispose or to direct the disposition of:  0

 

8.              R/C Renewable Energy GP II, L.L.C.

A.            Amount beneficially owned:  13,586,375

B.            Percent of class:  40.6%

C.            Number of units as to which the person has:

i.                  Sole power to vote or to direct the vote:  13,586,375

ii.               Shared power to vote or to direct the vote:  0

iii.            Sole power to dispose or to direct the disposition of:  13,586,375

iv.           Shared power to dispose or to direct the disposition of:  0

 

Enviva Holdings owns a 100% limited liability company interest in Enviva Development Holdings, Enviva Cottondale, and Enviva MLP Holdco.  R/C Renewable Energy GP is the general partner of R/C Renewable Energy Partners, which is the general partner of R/C Partnership, which is the sole member of Holdings GP, which is the general partner of Holdings.  R/C Renewable Energy GP exercises investment discretion and control over the Common Units indirectly held by Enviva Holdings through R/C Renewable Energy Partners and R/C Partnership. R/C Renewable Energy GPs principal business is serving as the general partner of R/C Renewable Energy Partners.

 

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The Reporting Persons (excluding Enviva Development Holdings, Enviva Cottondale, and Enviva MLP Holdco) may be deemed to beneficially own the Common Units held directly by Enviva Development Holdings, Enviva Cottondale, and Enviva MLP Holdco.

 

R/C Renewable Energy GP is managed by a four-person investment committee consisting of David Leuschen, Pierre F. Lapeyre, Jr., Daniel A. DAniello, and Edward J. Mathias.

 

(c)  On April 2, 2019, the Issuer issued 1,681,237 Common Units to Enviva Development Holdings as partial consideration for the contribution of all of the issued and outstanding Class B units of the First Hancock JV to Enviva LP.  The deemed purchase price for the transaction was $29.74 per Common Unit.

 

Item 7.         Material to be Filed as Exhibits

 

This Amendment supplements Item 7 of the Schedule 13D as follows:

 

Exhibit Number		Description of Exhibit
99.7		Joint Filing Agreement, dated April 2, 2019

 

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SIGNATURES

 

After reasonable inquiry and to the best of its knowledge and belief, each of the undersigned certifies that the information with respect to it set forth in this statement is true, complete and correct.

 

 

Dated:  April 2, 2019

	ENVIVA DEVELOPMENT HOLDINGS, LLC
	By:	/s/ Jason E. Paral
	Name:	Jason E. Paral
	Title:	Vice President, Associate General Counsel and Secretary
	ENVIVA COTTONDALE ACQUISITION I, LLC
	By:	/s/ Jason E. Paral
	Name:	Jason E. Paral
	Title:	Vice President, Associate General Counsel and Secretary
	ENVIVA MLP HOLDCO, LLC
	By:	/s/ Jason E. Paral
	Name:	Jason E. Paral
	Title:	Vice President, Associate General Counsel and Secretary
	ENVIVA HOLDINGS, LP
	By Enviva Holdings GP, LLC, its general partner
	By:	/s/ Jason E. Paral
	Name:	Jason E. Paral
	Title:	Vice President, Associate General Counsel and Secretary
	ENVIVA HOLDINGS GP, LLC
	By:	/s/ Jason E. Paral
	Name:	Jason E. Paral
	Title:	Vice President, Associate General Counsel and Secretary

 

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	R/C WOOD PELLET INVESTMENT PARTNERSHIP, L.P.
	By Riverstone/Carlyle Renewable Energy Partners II, L.P., its general partner
	By R/C Renewable Energy GP II, L.L.C., its general partner
	By:	/s/ Peter Haskopoulos
	Name:	Peter Haskopoulos
	Title:	Authorized Person
	RIVERSTONE/CARLYLE RENEWABLE ENERGY PARTNERS II, L.P.
	By R/C Renewable Energy GP II, L.L.C., its general partner
	By:	/s/ Peter Haskopoulos
	Name:	Peter Haskopoulos
	Title:	Authorized Person
	R/C RENEWABLE ENERGY GP II, L.L.C.
	By:	/s/ Peter Haskopoulos
	Name:	Peter Haskopoulos
	Title:	Authorized Person

 

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SCHEDULE A

 

The name and business address of each of the executive officers and directors of the Reporting Persons are set forth below. The present principal occupation or employment of each of the executive officer and directors of the Reporting Persons also set forth below.

 

R/C Renewable Energy GP II, L.L.C.

 

Investment Committee Members

 

Name		Present Principal Occupation or Employment		Business Address		Citizenship
David Leuschen		Founder and Senior Managing Director of Riverstone Holdings LLC		(1)		United States
Pierre F. Lapeyre, Jr.		Founder and Senior Managing Director of Riverstone Holdings LLC		(1)		United States
Daniel A. DAniello		Managing Director of The Carlyle Group		(2)		United States
Edward J. Mathias		Managing Director of The Carlyle Group		(2)		United States

 

Enviva Holdings GP, LLC

 

Directors

 

Name		Present Principal Occupation or Employment		Business Address		Citizenship
Ralph Alexander		President and Chief Executive Officer of Talen Energy Corporation		(3)		United States
Robin J. A. Duggan		Managing Director of Riverstone Holdings LLC		(1)		United States
Carl L. Williams		Managing Director of Riverstone Holdings LLC		(1)		United States
John K. Keppler		President and Chief Executive Officer of Enviva Management Company, LLC		(4)		United States
Jim H. Derryberry		Special Advisor to Riverstone Holdings LLC		(1)		United States
James W. Lintott		Chairman of Sterling Foundation Management, LLC		(5)		United States
Steven M. Dauphin		Advisor of Murphree Venture Partners		(6)		United States
Stephen W. Modzelewski		Managing Member of Maple Engine, LLC		(7)		United States

 

Executive Officers

 

Name		Present Principal Occupation or Employment		Business Address		Citizenship
John K. Keppler		President and Chief Executive Officer of Enviva Management Company, LLC		(4)		United States
Joseph N. Lane		Executive Vice President, Human Capital of Enviva Management Company, LLC		(4)		United States
Thomas Meth		Executive Vice President, Sales and Marketing of Enviva Management Company, LLC		(4)		United States
Shai Even		Executive Vice President and Chief Financial Officer of Enviva Management Company, LLC		(4)		United States
William H. Schmidt, Jr.		Executive Vice President, Corporate Development and General Counsel of Enviva Management Company, LLC		(4)		United States

 

15

 

Raymond J. Kaszuba III		Senior Vice President, Finance and Treasurer of Enviva Management Company, LLC		(4)		United States
E. Royal Smith		Executive Vice President, Operations of Enviva Management Company, LLC		(4)		United States

 

Enviva Development Holdings, LLC

 

Enviva Cottondale Acquisition I, LLC

 

Enviva MLP Holdco, LLC

 

Executive Officers

 

Name		Present Principal Occupation or Employment		Business Address		Citizenship
John K. Keppler		President and Chief Executive Officer of Enviva Management Company, LLC		(4)		United States
Joseph N. Lane		Executive Vice President, Human Capital of Enviva Management Company, LLC		(4)		United States
Thomas Meth		Executive Vice President, Sales and Marketing of Enviva Management Company, LLC		(4)		United States
Shai Even		Executive Vice President and Chief Financial Officer of Enviva Management Company, LLC		(4)		United States
William H. Schmidt, Jr.		Executive Vice President, Corporate Development and General Counsel of Enviva Management Company, LLC		(4)		United States
Raymond J. Kaszuba III		Senior Vice President, Finance and Treasurer of Enviva Management Company, LLC		(4)		United States
E. Royal Smith		Executive Vice President, Operations of Enviva Management Company, LLC		(4)		United States

 

(1)         c/o Riverstone Holdings LLC, 712 Fifth Avenue, 36th Floor, New York, New York 10019

(2)         c/o The Carlyle Group, 1001 Pennsylvania Avenue, N.W., Suite 200 South, Washington, D.C. 20004

(3)         835 Hamilton Street, Suite 150, Allentown, PA, 18101

(4)         7200 Wisconsin Avenue, Suite 1000, Bethesda, MD 20814

(5)         Sterling Foundation Management, LLC, 12030 Sunrise Valley Drive, Suite 450, Reston, VA 20191

(6)         Murphree Venture Partners, 820 Shades Creek Parkway, Suite 1200, Birmingham, AL 35209

(7)         Maple Engine, LLC, 1578 River Road, New Hope, PA 18938

 

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