SC 13G

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No.     )*

 

 

ALTUS MIDSTREAM COMPANY

(Name of Issuer)

CLASS A COMMON STOCK, $0.0001 VALUE PER SHARE

(Title of Class of Securities)

02215L100

(CUSIP Number)

JULY 1, 2019

(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 person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

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. 02215L100

 

  (1)    

  Names of reporting persons

 

   (A) KAYNE ANDERSON CAPITAL ADVISORS, L.P.*

  (B) 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

 

  (A) CALIFORNIA (B) UNITED STATES

Number of

shares

  beneficially  

owned by

each

reporting

person

with:

    (5)     

  Sole voting power

 

  200,000

  (6)     

  Shared voting power

 

  15,485,367

  (7)     

  Sole dispositive power

 

  200,000

  (8)     

  Shared dispositive power

 

  15,485,367

  (9)    

  Aggregate amount beneficially owned by each reporting person

 

  15,685,367

(10)    

  Check if the aggregate amount in Row (9) excludes certain shares (see instructions)

 

(11)    

  Percent of class represented by amount in Row (9)

 

  16.7%

(12)    

  Type of reporting person (see instructions) (A) IA (B)

 

  IN


   SCHEDULE 13G    Page      of     

 

Item 1(a) Name of issuer: ALTUS MIDSTREAM COMPANY

Item 1(b) Address of issuer’s principal executive offices: ONE POST OAK CENTRAL, 2000 POST OAK BLVD., SUITE 100, HOUSTON TX 77056

2(a) Name of person filing: (A) KAYNE ANDERSON CAPITAL ADVISORS, L.P.

(B) RICHARD A. KAYNE

2(b) Address or principal business office or, if none, residence:

(A) 1800 AVENUE OF THE STARS, 3RD FLOOR, LOS ANGELES, CA 90067

(B) 1800 AVENUE OF THE STARS, 3RD FLOOR, LOS ANGELES, CA 90067

2(c) Citizenship:

(A) CALIFORNIA (B) UNITED STATES

2(d) Title of class of securities:

CLASS A COMMON STOCK, $0.0001 VALUE PER SHARE

2(e) CUSIP No.:

02215L100

 

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);

 

(g) ☒

A parent holding company or control person in accordance with §240.13d–1(b)(1)(ii)(G);

 

(h) ☐

A savings associations 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). If filing as a non-U.S. institution in accordance with §240.13d–1(b)(1)(ii)(J), please specify the type of institution: ________________________________

 

Item 4.

Ownership

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

(a) Amount beneficially owned: 15,685,367.

(b) Percent of class: 16.7%.


   SCHEDULE 13G    Page      of     

 

(c) Number of shares as to which the person has:

(i) Sole power to vote or to direct the vote 200,000.

(ii) Shared power to vote or to direct the vote 15,485,367.

(iii) Sole power to dispose or to direct the disposition of 200,000.

(iv) Shared power to dispose or to direct the disposition of 15,485,367.

 

Item 5.

Ownership of 5 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 5 percent of the class of securities, check the following [    ]. N/A

 

    

Dissolution of a group requires a response to this item.

 

Item 6.

Ownership of More than 5 Percent on Behalf of Another Person. N/A

 

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. N/A

 

Item 8.

Identification and Classification of Members of the Group. N/A

 

Item 9.

Notice of Dissolution of Group. N/A

 

Item 10.

Certifications

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are 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 purpose or effect other than activities solely in connection with a nomination under §240.14a-11.

Signatures

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: JULY 1, 2019   Signature:  

/s/ DAVID SHLADOVSKY

  Name:   DAVID SHLADOVSKY
  Title:   POWER OF ATTORNEY FOR KAYNE ANDERSON CAPITAL ADVISORS, L.P.


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: JULY 1, 2019   Signature:  

/s/ DAVID SHLADOVSKY

  Name:   DAVID SHLADOVSKY
  Title:   POWER OF ATTORNEY FOR RICHARD A. KAYNE

 

*

REPORTING PERSONS FORMERLY REPORTED UNDER A SCHEDULE 13D BUT ARE NOW ELIGIBLE TO REPORT OWNERSHIP UNDER SCHEDULE 13G.

**

TOTALS INCLUDE WARRANTS EXERCISABLE FOR 1,122,020 SHARES OF CLASS A COMMON STOCK.