Enviva Cottondale Acquisition I, LLC - Oct 14, 2021 Form 3 Insider Report for Enviva Partners, LP (EVA)

Signature
ENVIVA COTTONDALE ACQUISITION I, LLC By: Riverstone Echo Continuation Holdings, L.P., its member, By: Riverstone ECF GP, LLC, its general partner, By: /s/ Peter Haskopoulos, Managing Director
Stock symbol
EVA
Transactions as of
Oct 14, 2021
Transactions value $
$0
Form type
3
Date filed
10/22/2021, 04:31 PM

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding EVA Common units representing limited partner interests 14.1M Oct 14, 2021 See Footnotes F1, F2, F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Pursuant to the terms of the agreement and plan of merger dated October 14, 2021, by and among the Issuer, Enviva Holdings, LP ("Holdings"), Enviva Partners Merger Sub, LLC, and the limited partners of Holdings (including Riverstone Echo Rollover Holdings, L.P. ("Riverstone Rollover Fund") and Riverstone Echo Continuation Holdings, L.P. ("Riverstone Continuation Fund" and, together with Riverstone Rollover Fund, the "Riverstone Echo Funds")), (i) the Issuer, among other things, issued 14,104,100 Common Units to the Riverstone Echo Funds and (ii) Enviva MLP Holdco, LLC distributed all of its Common Units to Holdings, which then distributed its directly owned Common Units and Enviva Cottondale Acquisition I, LLC ("Acquisition I") to the Riverstone Echo Funds (the "Drop Merger Transactions").
F2 Following the Drop Merger Transactions, includes (i) 19,729,466 Common Units held of record by Riverstone Continuation Fund, (ii) 1,953,555 Common Units held of record by Riverstone Rollover Fund, and (iii) 6,007,454 Common Units held of record by Enviva Collateral PledgeCo, LLC ("PledgeCo").
F3 David M. Leuschen and Pierre F. Lapeyre, Jr. are the managing directors of Riverstone Management Group, L.L.C. ("Riverstone Management"), and have or share voting and investment discretion with respect to the securities beneficially owned by Riverstone Management, which is the general partner of Riverstone/Gower Mgmt Co Holdings, L.P., which is the sole member of Riverstone Holdings LLC, which is the sole member of Riverstone Echo GP, LLC, which is the general partner of Riverstone Echo Partners, L.P., which is the sole member of each of Riverstone ECF GP, LLC ("ECF GP") and Riverstone Echo Rollover GP, LLC ("Echo Rollover GP"). ECF GP is the general partner of Riverstone Continuation Fund. Echo Rollover GP is the general partner of Riverstone Rollover Fund. Riverstone Enviva Holdings GP, LLC is managed by its members, the Riverstone Echo Funds. The Riverstone Echo Funds are the managing members of Acquisition I, which is the sole member of PledgeCo.
F4 As a result of these relationships, each of these entities and individuals may be deemed to have or share beneficial ownership of the securities held of record by the Riverstone Echo Funds and PledgeCo. Each such entity or person disclaims beneficial ownership of such securities except to the extent of their respective pecuniary interest therein.