Filing Details
- Accession Number:
- 0001193125-18-043440
- Form Type:
- 13G Filing
- Publication Date:
- 2018-02-13 21:05:33
- Filed By:
- Kayne Anderson Sponsor, Llc
- Company:
- Kinetik Holdings Inc. (NASDAQ:KNTK)
- Filing Date:
- 2018-02-14
- 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 |
|---|---|---|---|---|---|---|
| Kayne Anderson Sponsor | 9,313,028 | 0 | 9,313,028 | 0 | 9,313,028 | 19.7% |
| Kayne Anderson Capital Advisors | 0 | 9,313,028 | 0 | 9,313,028 | 9,313,028 | 19.7% |
| Kayne Anderson Investment Management Inc | 0 | 9,313,028 | 0 | 9,313,028 | 9,313,028 | 19.7% |
| Richard A. Kayne | 0 | 9,313,028 | 0 | 9,313,028 | 9,313,028 | 19.7% |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
Kayne Anderson Acquisition Corp.
(Name of Issuer)
CLASS A COMMON STOCK, PAR VALUE $0.0001
(Title of Class of Securities)
48661U102
(CUSIP Number)
December 31, 2017
(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 remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. |
The information required on 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. 48661U102
| 1. | Names of Reporting Persons
Kayne Anderson Sponsor, LLC | |||||
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions) (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
9,313,028 (1) | ||||
| 6. | Shared Voting Power
0 | |||||
| 7. | Sole Dispositive Power
9,313,028 (1)(2) | |||||
| 8. | Shared Dispositive Power
0 | |||||
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person
9,313,028 (1)(2) | |||||
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares
See footnote (2) below. | |||||
| 11. | Percent of Class Represented by Amount in Row (9)
19.7%(1)(2)(3) | |||||
| 12. | Type of Reporting Person (See Instructions)
OO | |||||
CUSIP No. 48661U102
| 1. | Names of Reporting Persons
Kayne Anderson Capital Advisors, L.P. | |||||
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions) (a) ☐ (b) ☐
| |||||
| 3. | SEC Use Only
| |||||
| 4. | Citizenship or Place of Organization
California | |||||
| Number of Shares Beneficially Owned By Each Reporting Person With: | 5. | Sole Voting Power
0 | ||||
| 6. | Shared Voting Power
9,313,028 (1) | |||||
| 7. | Sole Dispositive Power
0 | |||||
| 8. | Shared Dispositive Power
9,313,028 (1)(2) | |||||
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person
9,313,028 (1)(2) | |||||
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares
See footnote (2) below. | |||||
| 11. | Percent of Class Represented by Amount in Row (9)
19.7%(1)(2)(3) | |||||
| 12. | Type of Reporting Person (See Instructions)
PN | |||||
CUSIP No. 48661U102
| 1. | Names of Reporting Persons
Kayne Anderson Investment Management Inc. | |||||
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions) (a) ☐ (b) ☐
| |||||
| 3. | SEC Use Only
| |||||
| 4. | Citizenship or Place of Organization
Nevada | |||||
| Number of Shares Beneficially Owned By Each Reporting Person With: | 5. | Sole Voting Power
0 | ||||
| 6. | Shared Voting Power
9,313,028 (1) | |||||
| 7. | Sole Dispositive Power
0 | |||||
| 8. | Shared Dispositive Power
9,313,028 (1)(2) | |||||
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person
9,313,028 (1)(2) | |||||
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares
See footnote (2) below. | |||||
| 11. | Percent of Class Represented by Amount in Row (9)
19.7%(1)(2)(3) | |||||
| 12. | Type of Reporting Person (See Instructions)
CO | |||||
CUSIP No. 48661U102
| 1. | Names of Reporting Persons
Richard A. Kayne | |||||
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions) (a) ☐ (b) ☐
| |||||
| 3. | SEC Use Only
| |||||
| 4. | Citizenship or Place of Organization
United States | |||||
| Number of Shares Beneficially Owned By Each Reporting Person With: | 5. | Sole Voting Power
0 | ||||
| 6. | Shared Voting Power
9,313,028 (1) | |||||
| 7. | Sole Dispositive Power
0 | |||||
| 8. | Shared Dispositive Power
9,313,028 (1)(2) | |||||
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person
9,313,028 (1)(2) | |||||
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares
See footnote (2) below. | |||||
| 11. | Percent of Class Represented by Amount in Row (9)
19.7%(1)(2)(3) | |||||
| 12. | Type of Reporting Person (See Instructions)
IN | |||||
| (1) | See Item 4. These shares are the Issuers Class B Common Stock, which are automatically convertible into shares of the Issuers Class A Common Stock at the time of the Issuers initial business combination and as more fully described under the heading Description of Securities-Founder Shares in the Issuers registration statement on Form S-1 (File No. 333-216514). Kayne Anderson Capital Advisors, L.P. is the managing member of Kayne Anderson Sponsor, LLC and has voting and investment discretion with respect to the common stock held of record by Kayne Anderson Sponsor, LLC. Richard Kayne is the controlling shareholder of the owner of Kayne Anderson Investment Management, Inc., the general partner of Kayne Anderson Capital Advisors, L.P. As such, Kayne Anderson Capital Advisors, L.P. and Richard Kayne may be deemed to have shared voting and dispositive power of the common stock held directly by Kayne Anderson Sponsor, LLC. |
| (2) | Excludes 6,364,281 shares which may be purchased by exercising warrants that are not presently exercisable. |
| (3) | Based on 37,732,112 shares of Class A Common Stock and 9,433,028 shares of Class B Common Stock issued and outstanding as of November 10, 2017 as reported in the Issuers Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 13, 2017. |
| Item 1(a). | Name of Issuer |
Kayne Anderson Acquisition Corp. (the Issuer)
| Item 1(b). | Address of the Issuers Principal Executive Offices |
811 Main Street, 14th Floor
Houston, TX 77002
| Item 2(a). | Names of Persons Filing |
Kayne Anderson Sponsor, LLC, Kayne Anderson Investment Management Inc., Kayne Anderson Capital Advisors L.P. and Richard Kayne (collectively, the Reporting Persons)
| Item 2(b). | Address of the Principal Business Office, or if none, Residence: |
811 Main Street, 14th Floor
Houston, TX 77002
| Item 2(c). | Citizenship |
Kayne Anderson Sponsor, LLC is a limited liability company formed in Delaware. Kayne Anderson Investment Management Inc. is a Nevada corporation. Kayne Anderson Capital Advisors L.P. is a limited partnership formed in California. Richard Kayne is a citizen of the United States of America.
| Item 2(d). | Title of Class of Securities |
Class A Common Stock, $0.0001 par value per share.
| Item 2(e). | CUSIP Number |
48661U102
| Item 3. | If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a: |
| ☐ | (a) Broker or Dealer registered under Section 15 of the Exchange Act. | |
| ☐ | (b) Bank as defined in Section 3(a)(b) or the Exchange Act. | |
| ☐ | (c) Insurance company as defined in Section 3(a)(19) of the Exchange Act. | |
| ☐ | (d) Investment company registered under Section 8 of the Investment Company Act. | |
| ☐ | (e) An Investment adviser in accordance with Rule 13d-1 (b)(1)(ii)(e). | |
| ☐ | (f) An employee benefit plan or endowment fund in accordance with Rule 13d 1(b)(1)(ii)(f). | |
| ☐ | (g) A Parent Holding Company or control person in accordance with Rule 13d 1(b)(1)(ii)(g). | |
| ☐ | (h) A Savings Association as defined in Section 3(b) of the Federal Deposit Insurance Act. | |
| ☐ | (i) A Church Plan that is excluded from the definition of an investment company under Section 3 (c)(14) of the Investment Company Act. | |
| ☐ | (j) Group, in accordance with Rule 13d-1 (b)(1)(ii)(j). | |
| Not applicable | ||
| Item 4. | Ownership |
The responses to Items 5-11 of the cover pages of this Schedule 13G are incorporated herein by reference.
As of December 31, 2017, the Reporting Persons may be deemed to beneficially own 9,313,028 shares of the Issuers Class B Common Stock, representing 19.7% of the total Class A and Class B Common Stock issued and outstanding. The Class B Common Stock is automatically convertible into the Issuers Class A Common Stock at the time of the Issuers initial business combination on a one-for-one basis, subject to adjustment, as more fully described under the heading Description of Securities-Founder Shares in the Issuers registration statement on Form S-1 (File No. 333-216514). The percentage of Class B Common Stock held by the Reporting Persons is based upon 37,732,112 shares of Class A Common Stock and 9,433,028 shares of Class B Common Stock issued and outstanding as of November 10, 2017 as reported in the Issuers Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 13, 2017.
Kayne Anderson Capital Advisors, L.P. is the managing member of Kayne Anderson Sponsor, LLC and has voting and investment discretion with respect to the common stock held of record by Kayne Anderson Sponsor, LLC. Richard Kayne is the controlling shareholder of the owner of Kayne Anderson Investment Management, Inc., the general partner of Kayne Anderson Capital Advisors, L.P. As such, Kayne Anderson Capital Advisors, L.P. and Richard Kayne may be deemed to have shared voting and dispositive power of the common stock held directly by Kayne Anderson Sponsor, LLC.
| Item 5. | Ownership of Five Percent or Less of a Class |
Not Applicable
| Item 6. | Ownership of More than Five Percent on Behalf of Another Person |
Not Applicable
| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person |
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 |
Not Applicable
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 13, 2018
| KAYNE ANDERSON SPONSOR, LLC, | ||
| a Delaware limited liability company | ||
| By: | /s/ David J. Shladovsky | |
| Name: | David J. Shladovsky | |
| Title: | General Counsel | |
| KAYNE ANDERSON CAPITAL ADVISORS, L.P. | ||
| a California limited partnership | ||
| By: | /s/ David J. Shladovsky | |
| Name: | David J. Shladovsky | |
| Title: | General Counsel | |
| KAYNE ANDERSON INVESTMENT MANAGEMENT, INC. | ||
| a Nevada corporation | ||
| By: | /s/ David J. Shladovsky | |
| Name: | David J. Shladovsky | |
| Title: | General Counsel | |
| /s/ Richard A. Kayne |
| Richard A. Kayne |