Sec Form 13G Filing - NEXPOINT ASSET MANAGEMENT L.P. filing for Blueknight Energy Partners L.P. (BKEP) - 2022-06-29

Insider filing report for Changes in Beneficial Ownership

  • Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
  • Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
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SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549

 

SCHEDULE 13G

(Rule 13d-102)

 

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO
RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED
PURSUANT TO RULE 13d-2

 

UNDER THE SECURITIES EXCHANGE ACT OF 1934

 

 

 

 

 

Blueknight Energy Partners, L.P.

(Name of Issuer)

 

Common Units representing limited partner interests

(Title of Class of Securities)

 

09625U109

(CUSIP Number)

 

June 21, 2022

(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)

 

 

 

 

 

CUSIP No. 09625U109

 

13G

Page 2 of 9

 

1

NAME OF REPORTING PERSONS

NexPoint Event Driven Fund

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)   ☐
(b)   ☐

3

SEC USE ONLY

 

 

4

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Delaware



 

5

SOLE VOTING POWER

 

0

NUMBER OF
SHARES
BENEFICIALLY

6

SHARED VOTING POWER

 

24,011

OWNED BY
EACH
REPORTING

7

SOLE DISPOSITIVE POWER

 

0

PERSON WITH

8

SHARED DISPOSITIVE POWER

 

24,011

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

24,011

10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

 

 

  ☐

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

0.06% (1)

12

TYPE OF REPORTING PERSON*

 

OO

 

 

(1)

Calculated based on 41,856,847 common units (“Common Units”) of Blueknight Energy Partners, L.P. (the “Issuer”) issued and outstanding as of April 29, 2022, as reported in the Issuer’s Quarterly Report on Form 10-Q (“Quarterly Report”) filed with the Securities and Exchange Commission (the “Commission”) on May 5, 2022.

 

 

 

 

CUSIP No. 09625U109

 

13G

Page 3 of 9

 

1

NAME OF REPORTING PERSONS

NexPoint Merger Arbitrage Fund

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)  ☐
(b)  ☐

3

SEC USE ONLY

 

4

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Delaware

 

5

SOLE VOTING POWER

 

0

NUMBER OF
SHARES
BENEFICIALLY

6

SHARED VOTING POWER

 

2,125,273

OWNED BY
EACH
REPORTING

7

SOLE DISPOSITIVE POWER

 

0

PERSON WITH

8

SHARED DISPOSITIVE POWER

 

2,125,273

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

2,125,273

10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

 

 

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

5.08% (1)

12

TYPE OF REPORTING PERSON*

 

OO

 

 

(1)

Calculated based on 41,856,847 Common Units of the Issuer issued and outstanding as of April 29, 2022, as reported in the Issuer’s Quarterly Report filed with the Commission on May 5, 2022.

 

 

 

 

CUSIP No. 09625U109

 

13G

Page 4 of 9

 

1

NAME OF REPORTING PERSONS

Highland Capital Management Fund Advisors, L.P.

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 

(a)  ☐
(b)  ☐

3

SEC USE ONLY

 

4

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Delaware

 

5

SOLE VOTING POWER

 

0

NUMBER OF
SHARES
BENEFICIALLY

6

SHARED VOTING POWER

 

2,149,284

OWNED BY
EACH
REPORTING

7

SOLE DISPOSITIVE POWER

 

0

PERSON WITH

8

SHARED DISPOSITIVE POWER

 

2,149,284

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

2,149,284

10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

 

 

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

5.13% (1)

12

TYPE OF REPORTING PERSON*

 

IA, PN

 

 

(1)

Calculated based on 41,856,847 Common Units of the Issuer issued and outstanding as of April 29, 2022, as reported in the Issuer’s Quarterly Report filed with the Commission on May 5, 2022.

 

 

 

 

CUSIP No. 09625U109

 

13G

Page 5 of 9

 

SCHEDULE 13G/A

 

This Schedule 13G (this “Schedule 13G”) is being filed on behalf of NexPoint Event Driven Fund, a Delaware limited partnership, NexPoint Merger Arbitrage Fund, a Delaware limited partnership and Highland Capital Management Fund Advisors, L.P., a Delaware limited partnership.

 

Item 1(a)

Name of Issuer.

 

 

Blueknight Energy Partners, L.P.

 

Item 1(b)

Address of Issuers Principal Executive Offices.

 

 

6060 American Plaza, Suite 600

 

Tulsa, Oklahoma 73135

 

Item 2(a)

Name of Person Filing.

 

 

NexPoint Event Driven Fund

 

NexPoint Merger Arbitrage Fund

 

Highland Capital Management Fund Advisors, L.P

 

Item 2(b)

Address of Principal Business Office, or, if none, Residence.

 

 

300 Crescent Court, Suite 700

 

Dallas, Texas 75201

 

Item 2(c)

Citizenship or Place of Organization.

 

 

NexPoint Event Driven Fund is a Delaware limited partnership.

 

NexPoint Merger Arbitrage Fund is a Delaware limited partnership.

 

Highland Capital Management Fund Advisors, L.P. is a Delaware limited partnership

 

Item 2(d)

Title of Class of Securities.

 

 

Common Units

 

Item 2(e)

CUSIP Number.

 

 

09625U109

 

Item 3

Reporting Person.

 

 

 

 

CUSIP No. 09625U109

 

13G

Page 6 of 9

 

If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b), 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 advisor in accordance with §240.13d-1(b)(1)(ii)(E).

 

(f)       ☐

An employee benefit plan or endowment fun d 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 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)       ☐

Group, in accordance with §240.13d-1(b)(1)(ii)(J).

 

Item 4

Ownership.

 

 

(a)

Amount beneficially owned:

     
   

NexPoint Event Driven Fund: 24,011 shares

NexPoint Merger Arbitrage Fund: 2,125,273 shares

Highland Capital Management Fund Advisors, L.P: 2,149,284

 

 

(b)

Percent of Class:

     
   

NexPoint Event Driven Fund: 0.06%

NexPoint Merger Arbitrage Fund: 5.08%

Highland Capital Management Fund Advisors, L.P: 5.13%

 

 

 

 

CUSIP No. 09625U109

 

13G

Page 7 of 9

 

 

(c)

Number of shares as to which the person has:

 

 

(i)

Sole power to vote or to direct the vote:

     
   

NexPoint Event Driven Fund: 0 shares

NexPoint Merger Arbitrage Fund: 0 shares

Highland Capital Management Fund Advisors, L.P: 0 shares

 

 

(ii)

Shared power to vote or direct the vote:

     
   

NexPoint Event Driven Fund: 24,011 shares

NexPoint Merger Arbitrage Fund: 2,125,273 shares

Highland Capital Management Fund Advisors, L.P: 2,149,284 shares

 

 

(iii)

Sole power to dispose or to direct the disposition of:

     
   

NexPoint Event Driven Fund: 0 shares

NexPoint Merger Arbitrage Fund: 0 shares

Highland Capital Management Fund Advisors, L.P: 0 shares

 

 

(iv)

Shared power to dispose or to direct the disposition of:

     
   

NexPoint Event Driven Fund: 24,011 shares

NexPoint Merger Arbitrage Fund: 2,125,273 shares

Highland Capital Management Fund Advisors, L.P: 2,149,284 shares

 

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.

 

 

Inapplicable.

 

 

 

CUSIP No. 09625U109

 

13G

Page 8 of 9

 

 

Item 7

Identification and Classification of the Subsidiary which Acquired the Security Being Reported On by the Parent Holding Company.

 

 

Inapplicable.

 

Item 8

Identification and Classification of Members of the Group.

 

 

Inapplicable.

 

Item 9

Notice of Dissolution of Group.

 

 

Inapplicable.

 

Item 10

Certification.

 

 

By signing below each of the Reporting Persons certifies that, to the best of such person’s knowledge and belief, the securities referred to above 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 purpose or effect.

 

 

 

 

 

CUSIP No. 09625U109

 

13G

Page 9 of 9

 

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: June 29, 2022

 

NEXPOINT EVENT DRIVEN FUND

 

 

   

By:

 

/s/ Frank Waterhouse

Name: Frank Waterhouse

Title: Principal Executive Officer, Principal Financial Officer, Principal Accounting Officer and Treasurer

 

 

 

NEXPOINT MERGER ARBITRAGE FUND

 

 

   

By:

 

/s/ Frank Waterhouse

Name: Frank Waterhouse

Title: Principal Executive Officer, Principal Financial Officer, Principal Accounting Officer and Treasurer

 

 

 

HIGHLAND CAPITAL MANAGEMENT FUND ADVISORS, L.P.

 

   

By:

 

/s/ Frank Waterhouse

Name: Frank Waterhouse

Title: Treasurer