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 Rule 13d-1(e), Rule 13d-1(f) or Rule 13d-1(g), check the following
box. ☐
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. 16411Q101
|
|
13D
|
|
Page 2 of 38 Pages
|
|
|
|
|
|
|
|
1
|
|
Names of
Reporting Persons
Blackstone CQP Common Holdco L.P.
|
2
|
|
Check the Appropriate Box if a Member
of a Group
(a) ☐ (b) ☐
|
3
|
|
SEC Use Only
|
4
|
|
Source of Funds (See Instructions)
OO
|
5
|
|
Check if disclosure of legal
proceedings is required pursuant to Items 2(d) or 2(e) ☐
|
6
|
|
Citizenship or Place of
Organization
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
7
|
|
Sole Voting Power
1,101,169
|
|
8
|
|
Shared Voting Power
0
|
|
9
|
|
Sole Dispositive Power
1,101,169
|
|
10
|
|
Shared Dispositive Power
0
|
11
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
1,101,169
|
12
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares ☐
|
13
|
|
Percent of Class Represented by Amount
in Row (11)
0.3%
|
14
|
|
Type of Reporting Person
PN
|
|
|
|
|
|
CUSIP No. 16411Q101
|
|
13D
|
|
Page 3 of 38 Pages
|
|
|
|
|
|
|
|
1
|
|
Names of
Reporting Persons
Blackstone CQP Common Holdco GP LLC
|
2
|
|
Check the Appropriate Box if a Member
of a Group
(a) ☐ (b) ☐
|
3
|
|
SEC Use Only
|
4
|
|
Source of Funds (See Instructions)
OO
|
5
|
|
Check if disclosure of legal
proceedings is required pursuant to Items 2(d) or 2(e) ☐
|
6
|
|
Citizenship or Place of
Organization
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
7
|
|
Sole Voting Power
1,101,169
|
|
8
|
|
Shared Voting Power
0
|
|
9
|
|
Sole Dispositive Power
1,101,169
|
|
10
|
|
Shared Dispositive Power
0
|
11
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
1,101,169
|
12
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares ☐
|
13
|
|
Percent of Class Represented by Amount
in Row (11)
0.3%
|
14
|
|
Type of Reporting Person
OO (Limited Liability Company)
|
|
|
|
|
|
CUSIP No. 16411Q101
|
|
13D
|
|
Page 4 of 38 Pages
|
|
|
|
|
|
|
|
1
|
|
Names of
Reporting Persons
Blackstone CQP Holdco LP
|
2
|
|
Check the Appropriate Box if a Member
of a Group
(a) ☐ (b) ☐
|
3
|
|
SEC Use Only
|
4
|
|
Source of Funds (See Instructions)
OO
|
5
|
|
Check if disclosure of legal
proceedings is required pursuant to Items 2(d) or 2(e) ☐
|
6
|
|
Citizenship or Place of
Organization
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
7
|
|
Sole Voting Power
198,978,886
|
|
8
|
|
Shared Voting Power
0
|
|
9
|
|
Sole Dispositive Power
198,978,886
|
|
10
|
|
Shared Dispositive Power
0
|
11
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
198,978,886
|
12
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares ☐
|
13
|
|
Percent of Class Represented by Amount
in Row (11)
57.1%
|
14
|
|
Type of Reporting Person
PN
|
|
|
|
|
|
CUSIP No. 16411Q101
|
|
13D
|
|
Page 5 of 38 Pages
|
|
|
|
|
|
|
|
1
|
|
Names of
Reporting Persons
Blackstone CQP Holdco II GP LLC
|
2
|
|
Check the Appropriate Box if a Member
of a Group
(a) ☐ (b) ☐
|
3
|
|
SEC Use Only
|
4
|
|
Source of Funds (See Instructions)
OO
|
5
|
|
Check if disclosure of legal
proceedings is required pursuant to Items 2(d) or 2(e) ☐
|
6
|
|
Citizenship or Place of
Organization
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
7
|
|
Sole Voting Power
198,978,886
|
|
8
|
|
Shared Voting Power
0
|
|
9
|
|
Sole Dispositive Power
198,978,886
|
|
10
|
|
Shared Dispositive Power
0
|
11
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
198,978,886
|
12
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares ☐
|
13
|
|
Percent of Class Represented by Amount
in Row (11)
57.1%
|
14
|
|
Type of Reporting Person
OO (Limited Liability Company)
|
|
|
|
|
|
CUSIP No. 16411Q101
|
|
13D
|
|
Page 6 of 38 Pages
|
|
|
|
|
|
|
|
1
|
|
Names of
Reporting Persons
Blackstone CQP FinanceCo LP
|
2
|
|
Check the Appropriate Box if a Member
of a Group
(a) ☐ (b) ☐
|
3
|
|
SEC Use Only
|
4
|
|
Source of Funds (See Instructions)
OO
|
5
|
|
Check if disclosure of legal
proceedings is required pursuant to Items 2(d) or 2(e) ☐
|
6
|
|
Citizenship or Place of
Organization
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
7
|
|
Sole Voting Power
198,978,886
|
|
8
|
|
Shared Voting Power
0
|
|
9
|
|
Sole Dispositive Power
198,978,886
|
|
10
|
|
Shared Dispositive Power
0
|
11
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
198,978,886
|
12
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares ☐
|
13
|
|
Percent of Class Represented by Amount
in Row (11)
57.1%
|
14
|
|
Type of Reporting Person
PN
|
|
|
|
|
|
CUSIP No. 16411Q101
|
|
13D
|
|
Page 7 of 38 Pages
|
|
|
|
|
|
|
|
1
|
|
Names of
Reporting Persons
Blackstone CQP Holdco GP LLC
|
2
|
|
Check the Appropriate Box if a Member
of a Group
(a) ☐ (b) ☐
|
3
|
|
SEC Use Only
|
4
|
|
Source of Funds (See Instructions)
OO
|
5
|
|
Check if disclosure of legal
proceedings is required pursuant to Items 2(d) or 2(e) ☐
|
6
|
|
Citizenship or Place of
Organization
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
7
|
|
Sole Voting Power
198,978,886
|
|
8
|
|
Shared Voting Power
0
|
|
9
|
|
Sole Dispositive Power
198,978,886
|
|
10
|
|
Shared Dispositive Power
0
|
11
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
198,978,886
|
12
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares ☐
|
13
|
|
Percent of Class Represented by Amount
in Row (11)
57.1%
|
14
|
|
Type of Reporting Person
OO (Limited Liability Company)
|
|
|
|
|
|
CUSIP No. 16411Q101
|
|
13D
|
|
Page 8 of 38 Pages
|
|
|
|
|
|
|
|
1
|
|
Names of
Reporting Persons
Blackstone Energy Management Associates L.L.C.
|
2
|
|
Check the Appropriate Box if a Member
of a Group
(a) ☐ (b) ☐
|
3
|
|
SEC Use Only
|
4
|
|
Source of Funds (See Instructions)
OO
|
5
|
|
Check if disclosure of legal
proceedings is required pursuant to Items 2(d) or 2(e) ☐
|
6
|
|
Citizenship or Place of
Organization
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
7
|
|
Sole Voting Power
0
|
|
8
|
|
Shared Voting Power
1,101,169
|
|
9
|
|
Sole Dispositive Power
0
|
|
10
|
|
Shared Dispositive Power
1,101,169
|
11
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
1,101,169
|
12
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares ☐
|
13
|
|
Percent of Class Represented by Amount
in Row (11)
0.3%
|
14
|
|
Type of Reporting Person
OO (Limited Liability Company)
|
|
|
|
|
|
CUSIP No. 16411Q101
|
|
13D
|
|
Page 9 of 38 Pages
|
|
|
|
|
|
|
|
1
|
|
Names of
Reporting Persons
Blackstone Management Associates VI L.L.C.
|
2
|
|
Check the Appropriate Box if a Member
of a Group
(a) ☐ (b) ☐
|
3
|
|
SEC Use Only
|
4
|
|
Source of Funds (See Instructions)
OO
|
5
|
|
Check if disclosure of legal
proceedings is required pursuant to Items 2(d) or 2(e) ☐
|
6
|
|
Citizenship or Place of
Organization
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
7
|
|
Sole Voting Power
0
|
|
8
|
|
Shared Voting Power
200,080,055
|
|
9
|
|
Sole Dispositive Power
0
|
|
10
|
|
Shared Dispositive Power
200,080,055
|
11
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
200,080,055
|
12
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares ☐
|
13
|
|
Percent of Class Represented by Amount
in Row (11)
57.4%
|
14
|
|
Type of Reporting Person
OO (Limited Liability Company)
|
|
|
|
|
|
CUSIP No. 16411Q101
|
|
13D
|
|
Page 10 of 38 Pages
|
|
|
|
|
|
|
|
1
|
|
Names of
Reporting Persons
Blackstone EMA L.L.C.
|
2
|
|
Check the Appropriate Box if a Member
of a Group
(a) ☐ (b) ☐
|
3
|
|
SEC Use Only
|
4
|
|
Source of Funds (See Instructions)
OO
|
5
|
|
Check if disclosure of legal
proceedings is required pursuant to Items 2(d) or 2(e) ☐
|
6
|
|
Citizenship or Place of
Organization
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
7
|
|
Sole Voting Power
0
|
|
8
|
|
Shared Voting Power
1,101,169
|
|
9
|
|
Sole Dispositive Power
0
|
|
10
|
|
Shared Dispositive Power
1,101,169
|
11
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
1,101,169
|
12
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares ☐
|
13
|
|
Percent of Class Represented by Amount
in Row (11)
0.3%
|
14
|
|
Type of Reporting Person
OO (Limited Liability Company)
|
|
|
|
|
|
CUSIP No. 16411Q101
|
|
13D
|
|
Page 11 of 38 Pages
|
|
|
|
|
|
|
|
1
|
|
Names of
Reporting Persons
BMA VI L.L.C.
|
2
|
|
Check the Appropriate Box if a Member
of a Group
(a) ☐ (b) ☐
|
3
|
|
SEC Use Only
|
4
|
|
Source of Funds (See Instructions)
OO
|
5
|
|
Check if disclosure of legal
proceedings is required pursuant to Items 2(d) or 2(e) ☐
|
6
|
|
Citizenship or Place of
Organization
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
7
|
|
Sole Voting Power
0
|
|
8
|
|
Shared Voting Power
200,080,055
|
|
9
|
|
Sole Dispositive Power
0
|
|
10
|
|
Shared Dispositive Power
200,080,055
|
11
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
200,080,055
|
12
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares ☐
|
13
|
|
Percent of Class Represented by Amount
in Row (11)
57.4%
|
14
|
|
Type of Reporting Person
OO (Limited Liability Company)
|
|
|
|
|
|
CUSIP No. 16411Q101
|
|
13D
|
|
Page 12 of 38 Pages
|
|
|
|
|
|
|
|
1
|
|
Names of
Reporting Persons
Blackstone Holdings III L.P.
|
2
|
|
Check the Appropriate Box if a Member
of a Group
(a) ☐ (b) ☐
|
3
|
|
SEC Use Only
|
4
|
|
Source of Funds (See Instructions)
OO
|
5
|
|
Check if disclosure of legal
proceedings is required pursuant to Items 2(d) or 2(e) ☐
|
6
|
|
Citizenship or Place of
Organization
Quebec, Canada
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
7
|
|
Sole Voting Power
200,080,055
|
|
8
|
|
Shared Voting Power
0
|
|
9
|
|
Sole Dispositive Power
200,080,055
|
|
10
|
|
Shared Dispositive Power
0
|
11
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
200,080,055
|
12
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares ☐
|
13
|
|
Percent of Class Represented by Amount
in Row (11)
57.4%
|
14
|
|
Type of Reporting Person
PN
|
|
|
|
|
|
CUSIP No. 16411Q101
|
|
13D
|
|
Page 13 of 38 Pages
|
|
|
|
|
|
|
|
1
|
|
Names of
Reporting Persons
Blackstone Holdings III GP L.P.
|
2
|
|
Check the Appropriate Box if a Member
of a Group
(a) ☐ (b) ☐
|
3
|
|
SEC Use Only
|
4
|
|
Source of Funds (See Instructions)
OO
|
5
|
|
Check if disclosure of legal
proceedings is required pursuant to Items 2(d) or 2(e) ☐
|
6
|
|
Citizenship or Place of
Organization
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
7
|
|
Sole Voting Power
200,080,055
|
|
8
|
|
Shared Voting Power
0
|
|
9
|
|
Sole Dispositive Power
200,080,055
|
|
10
|
|
Shared Dispositive Power
0
|
11
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
200,080,055
|
12
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares ☐
|
13
|
|
Percent of Class Represented by Amount
in Row (11)
57.4%
|
14
|
|
Type of Reporting Person
PN
|
|
|
|
|
|
CUSIP No. 16411Q101
|
|
13D
|
|
Page 14 of 38 Pages
|
|
|
|
|
|
|
|
1
|
|
Names of
Reporting Persons
Blackstone Holdings III GP Management L.L.C.
|
2
|
|
Check the Appropriate Box if a Member
of a Group
(a) ☐ (b) ☐
|
3
|
|
SEC Use Only
|
4
|
|
Source of Funds (See Instructions)
OO
|
5
|
|
Check if disclosure of legal
proceedings is required pursuant to Items 2(d) or 2(e) ☐
|
6
|
|
Citizenship or Place of
Organization
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
7
|
|
Sole Voting Power
200,080,055
|
|
8
|
|
Shared Voting Power
0
|
|
9
|
|
Sole Dispositive Power
200,080,055
|
|
10
|
|
Shared Dispositive Power
0
|
11
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
200,080,055
|
12
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares ☐
|
13
|
|
Percent of Class Represented by Amount
in Row (11)
57.4%
|
14
|
|
Type of Reporting Person
OO (Limited Liability Company)
|
|
|
|
|
|
CUSIP No. 16411Q101
|
|
13D
|
|
Page 15 of 38 Pages
|
|
|
|
|
|
|
|
1
|
|
Names of
Reporting Persons
GSO Credit Alpha Fund AIV-2 LP
|
2
|
|
Check the Appropriate Box if a Member
of a Group
(a) ☐ (b) ☐
|
3
|
|
SEC Use Only
|
4
|
|
Source of Funds (See Instructions)
OO
|
5
|
|
Check if disclosure of legal
proceedings is required pursuant to Items 2(d) or 2(e) ☐
|
6
|
|
Citizenship or Place of
Organization
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
7
|
|
Sole Voting Power
462,922
|
|
8
|
|
Shared Voting Power
0
|
|
9
|
|
Sole Dispositive Power
462,922
|
|
10
|
|
Shared Dispositive Power
0
|
11
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
462,922
|
12
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares ☐
|
13
|
|
Percent of Class Represented by Amount
in Row (11)
0.1%
|
14
|
|
Type of Reporting Person
PN
|
|
|
|
|
|
CUSIP No. 16411Q101
|
|
13D
|
|
Page 16 of 38 Pages
|
|
|
|
|
|
|
|
1
|
|
Names of
Reporting Persons
GSO Credit-A Partners LP
|
2
|
|
Check the Appropriate Box if a Member
of a Group
(a) ☐ (b) ☐
|
3
|
|
SEC Use Only
|
4
|
|
Source of Funds (See Instructions)
OO
|
5
|
|
Check if disclosure of legal
proceedings is required pursuant to Items 2(d) or 2(e) ☐
|
6
|
|
Citizenship or Place of
Organization
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
7
|
|
Sole Voting Power
953,855
|
|
8
|
|
Shared Voting Power
0
|
|
9
|
|
Sole Dispositive Power
953,855
|
|
10
|
|
Shared Dispositive Power
0
|
11
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
953,855
|
12
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares ☐
|
13
|
|
Percent of Class Represented by Amount
in Row (11)
0.3%
|
14
|
|
Type of Reporting Person
PN
|
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CUSIP No. 16411Q101
|
|
13D
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|
Page 17 of 38 Pages
|
|
|
|
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|
|
|
1
|
|
Names of
Reporting Persons
GSO Palmetto Opportunistic Investment Partners LP
|
2
|
|
Check the Appropriate Box if a Member
of a Group
(a) ☐ (b) ☐
|
3
|
|
SEC Use Only
|
4
|
|
Source of Funds (See Instructions)
OO
|
5
|
|
Check if disclosure of legal
proceedings is required pursuant to Items 2(d) or 2(e) ☐
|
6
|
|
Citizenship or Place of
Organization
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
7
|
|
Sole Voting Power
953,855
|
|
8
|
|
Shared Voting Power
0
|
|
9
|
|
Sole Dispositive Power
953,855
|
|
10
|
|
Shared Dispositive Power
0
|
11
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
953,855
|
12
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares ☐
|
13
|
|
Percent of Class Represented by Amount
in Row (11)
0.3%
|
14
|
|
Type of Reporting Person
PN
|
|
|
|
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CUSIP No. 16411Q101
|
|
13D
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|
Page 18 of 38 Pages
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|
1
|
|
Names of
Reporting Persons
GSO Palmetto Opportunistic Associates LLC
|
2
|
|
Check the Appropriate Box if a Member
of a Group
(a) ☐ (b) ☐
|
3
|
|
SEC Use Only
|
4
|
|
Source of Funds (See Instructions)
OO
|
5
|
|
Check if disclosure of legal
proceedings is required pursuant to Items 2(d) or 2(e) ☐
|
6
|
|
Citizenship or Place of
Organization
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
7
|
|
Sole Voting Power
953,855
|
|
8
|
|
Shared Voting Power
0
|
|
9
|
|
Sole Dispositive Power
953,855
|
|
10
|
|
Shared Dispositive Power
0
|
11
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
953,855
|
12
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares ☐
|
13
|
|
Percent of Class Represented by Amount
in Row (11)
0.3%
|
14
|
|
Type of Reporting Person
OO (Limited Liability Company)
|
|
|
|
|
|
CUSIP No. 16411Q101
|
|
13D
|
|
Page 19 of 38 Pages
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|
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|
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|
1
|
|
Names of
Reporting Persons
GSO Credit-A Associates LLC
|
2
|
|
Check the Appropriate Box if a Member
of a Group
(a) ☐ (b) ☐
|
3
|
|
SEC Use Only
|
4
|
|
Source of Funds (See Instructions)
OO
|
5
|
|
Check if disclosure of legal
proceedings is required pursuant to Items 2(d) or 2(e) ☐
|
6
|
|
Citizenship or Place of
Organization
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
7
|
|
Sole Voting Power
953,855
|
|
8
|
|
Shared Voting Power
0
|
|
9
|
|
Sole Dispositive Power
953,855
|
|
10
|
|
Shared Dispositive Power
0
|
11
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
953,855
|
12
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares ☐
|
13
|
|
Percent of Class Represented by Amount
in Row (11)
0.3%
|
14
|
|
Type of Reporting Person
OO (Limited Liability Company)
|
|
|
|
|
|
CUSIP No. 16411Q101
|
|
13D
|
|
Page 20 of 38 Pages
|
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|
|
|
|
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|
1
|
|
Names of
Reporting Persons
GSO Credit Alpha Associates LLC
|
2
|
|
Check the Appropriate Box if a Member
of a Group
(a) ☐ (b) ☐
|
3
|
|
SEC Use Only
|
4
|
|
Source of Funds (See Instructions)
OO
|
5
|
|
Check if disclosure of legal
proceedings is required pursuant to Items 2(d) or 2(e) ☐
|
6
|
|
Citizenship or Place of
Organization
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
7
|
|
Sole Voting Power
462,922
|
|
8
|
|
Shared Voting Power
0
|
|
9
|
|
Sole Dispositive Power
462,922
|
|
10
|
|
Shared Dispositive Power
0
|
11
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
462,922
|
12
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares ☐
|
13
|
|
Percent of Class Represented by Amount
in Row (11)
0.1%
|
14
|
|
Type of Reporting Person
OO (Limited Liability Company)
|
|
|
|
|
|
CUSIP No. 16411Q101
|
|
13D
|
|
Page 21 of 38 Pages
|
|
|
|
|
|
|
|
1
|
|
Names of
Reporting Persons
GSO Holdings I L.L.C.
|
2
|
|
Check the Appropriate Box if a Member
of a Group
(a) ☐ (b) ☐
|
3
|
|
SEC Use Only
|
4
|
|
Source of Funds (See Instructions)
OO
|
5
|
|
Check if disclosure of legal
proceedings is required pursuant to Items 2(d) or 2(e) ☐
|
6
|
|
Citizenship or Place of
Organization
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
7
|
|
Sole Voting Power
2,370,632
|
|
8
|
|
Shared Voting Power
0
|
|
9
|
|
Sole Dispositive Power
2,370,632
|
|
10
|
|
Shared Dispositive Power
0
|
11
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
2,370,632
|
12
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares ☐
|
13
|
|
Percent of Class Represented by Amount
in Row (11)
0.7%
|
14
|
|
Type of Reporting Person
OO (Limited Liability Company)
|
|
|
|
|
|
CUSIP No. 16411Q101
|
|
13D
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|
Page 22 of 38 Pages
|
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|
|
|
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|
1
|
|
Names of
Reporting Persons
Blackstone Holdings II L.P.
|
2
|
|
Check the Appropriate Box if a Member
of a Group
(a) ☐ (b) ☐
|
3
|
|
SEC Use Only
|
4
|
|
Source of Funds (See Instructions)
OO
|
5
|
|
Check if disclosure of legal
proceedings is required pursuant to Items 2(d) or 2(e) ☐
|
6
|
|
Citizenship or Place of
Organization
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
7
|
|
Sole Voting Power
2,370,632
|
|
8
|
|
Shared Voting Power
0
|
|
9
|
|
Sole Dispositive Power
2,370,632
|
|
10
|
|
Shared Dispositive Power
0
|
11
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
2,370,632
|
12
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares ☐
|
13
|
|
Percent of Class Represented by Amount
in Row (11)
0.7%
|
14
|
|
Type of Reporting Person
PN
|
|
|
|
|
|
CUSIP No. 16411Q101
|
|
13D
|
|
Page 23 of 38 Pages
|
|
|
|
|
|
|
|
1
|
|
Names of
Reporting Persons
Blackstone Holdings I/II GP Inc.
|
2
|
|
Check the Appropriate Box if a Member
of a Group
(a) ☐ (b) ☐
|
3
|
|
SEC Use Only
|
4
|
|
Source of Funds (See Instructions)
OO
|
5
|
|
Check if disclosure of legal
proceedings is required pursuant to Items 2(d) or 2(e) ☐
|
6
|
|
Citizenship or Place of
Organization
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
7
|
|
Sole Voting Power
2,370,632
|
|
8
|
|
Shared Voting Power
0
|
|
9
|
|
Sole Dispositive Power
2,370,632
|
|
10
|
|
Shared Dispositive Power
0
|
11
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
2,370,632
|
12
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares ☐
|
13
|
|
Percent of Class Represented by Amount
in Row (11)
0.7%
|
14
|
|
Type of Reporting Person
CO
|
|
|
|
|
|
CUSIP No. 16411Q101
|
|
13D
|
|
Page 24 of 38 Pages
|
|
|
|
|
|
|
|
1
|
|
Names of
Reporting Persons
The Blackstone Group L.P.
|
2
|
|
Check the Appropriate Box if a Member
of a Group
(a) ☐ (b) ☐
|
3
|
|
SEC Use Only
|
4
|
|
Source of Funds (See Instructions)
OO
|
5
|
|
Check if disclosure of legal
proceedings is required pursuant to Items 2(d) or 2(e) ☐
|
6
|
|
Citizenship or Place of
Organization
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
7
|
|
Sole Voting Power
202,450,687
|
|
8
|
|
Shared Voting Power
0
|
|
9
|
|
Sole Dispositive Power
202,450,687
|
|
10
|
|
Shared Dispositive Power
0
|
11
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
202,450,687
|
12
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares ☐
|
13
|
|
Percent of Class Represented by Amount
in Row (11)
58.1%
|
14
|
|
Type of Reporting Person
PN
|
|
|
|
|
|
CUSIP No. 16411Q101
|
|
13D
|
|
Page 25 of 38 Pages
|
|
|
|
|
|
|
|
1
|
|
Names of
Reporting Persons
Blackstone Group Management L.L.C.
|
2
|
|
Check the Appropriate Box if a Member
of a Group
(a) ☐ (b) ☐
|
3
|
|
SEC Use Only
|
4
|
|
Source of Funds (See Instructions)
OO
|
5
|
|
Check if disclosure of legal
proceedings is required pursuant to Items 2(d) or 2(e) ☐
|
6
|
|
Citizenship or Place of
Organization
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
7
|
|
Sole Voting Power
202,450,687
|
|
8
|
|
Shared Voting Power
0
|
|
9
|
|
Sole Dispositive Power
202,450,687
|
|
10
|
|
Shared Dispositive Power
0
|
11
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
202,450,687
|
12
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares ☐
|
13
|
|
Percent of Class Represented by Amount
in Row (11)
58.1%
|
14
|
|
Type of Reporting Person
OO (Limited Liability Company)
|
|
|
|
|
|
CUSIP No. 16411Q101
|
|
13D
|
|
Page 26 of 38 Pages
|
|
|
|
|
|
|
|
1
|
|
Names of
Reporting Persons
Stephen A. Schwarzman
|
2
|
|
Check the Appropriate Box if a Member
of a Group
(a) ☐ (b) ☐
|
3
|
|
SEC Use Only
|
4
|
|
Source of Funds (See Instructions)
OO
|
5
|
|
Check if disclosure of legal
proceedings is required pursuant to Items 2(d) or 2(e) ☐
|
6
|
|
Citizenship or Place of
Organization
United States of America
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
7
|
|
Sole Voting Power
202,450,687
|
|
8
|
|
Shared Voting Power
0
|
|
9
|
|
Sole Dispositive Power
202,450,687
|
|
10
|
|
Shared Dispositive Power
0
|
11
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
202,450,687
|
12
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares ☐
|
13
|
|
Percent of Class Represented by Amount
in Row (11)
58.1%
|
14
|
|
Type of Reporting Person
IN
|
|
|
|
|
|
CUSIP No. 16411Q101
|
|
13D
|
|
Page 27 of 38 Pages
|
|
|
|
|
|
|
|
1
|
|
Names of
Reporting Persons
Bennett J. Goodman
|
2
|
|
Check the Appropriate Box if a Member
of a Group
(a) ☐ (b) ☐
|
3
|
|
SEC Use Only
|
4
|
|
Source of Funds (See Instructions)
OO
|
5
|
|
Check if disclosure of legal
proceedings is required pursuant to Items 2(d) or 2(e) ☐
|
6
|
|
Citizenship or Place of
Organization
United States of America
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
7
|
|
Sole Voting Power
0
|
|
8
|
|
Shared Voting Power
2,370,632
|
|
9
|
|
Sole Dispositive Power
0
|
|
10
|
|
Shared Dispositive Power
2,370,632
|
11
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
2,370,632
|
12
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares ☐
|
13
|
|
Percent of Class Represented by Amount
in Row (11)
0.7%
|
14
|
|
Type of Reporting Person
IN
|
|
|
|
|
|
CUSIP No. 16411Q101
|
|
13D
|
|
Page 28 of 38 Pages
|
|
|
|
|
|
|
|
1
|
|
Names of
Reporting Persons
J. Albert Smith III
|
2
|
|
Check the Appropriate Box if a Member
of a Group
(a) ☐ (b) ☐
|
3
|
|
SEC Use Only
|
4
|
|
Source of Funds (See Instructions)
OO
|
5
|
|
Check if disclosure of legal
proceedings is required pursuant to Items 2(d) or 2(e) ☐
|
6
|
|
Citizenship or Place of
Organization
United States of America
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
7
|
|
Sole Voting Power
0
|
|
8
|
|
Shared Voting Power
2,370,632
|
|
9
|
|
Sole Dispositive Power
0
|
|
10
|
|
Shared Dispositive Power
2,370,632
|
11
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
2,370,632
|
12
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares ☐
|
13
|
|
Percent of Class Represented by Amount
in Row (11)
0.7%
|
14
|
|
Type of Reporting Person
IN
|
|
|
|
|
|
CUSIP No. 16411Q101
|
|
13D
|
|
Page
29
of 38 Pages
|
Explanatory Note
This Amendment No. 3 to Schedule 13D (this Amendment No. 3) amends and supplements the Schedule 13D originally filed
with the United States Securities and Exchange Commission on October 13, 2015 (as amended to date, the Schedule 13D), relating to the common units representing limited partner interests (the Common Units) of Cheniere
Energy Partners, L.P., a Delaware limited partnership (the Issuer). Capitalized terms used herein without definition shall have the meaning set forth in the Schedule 13D.
Item 2.
|
Identity and Background
|
Item 2 of the Schedule 13D is hereby amended and restated by the
following:
This statement is being filed by the following persons (each a Reporting Person and, collectively, the
Reporting Persons):
|
i.
|
Blackstone CQP Common Holdco L.P., which is a Delaware limited partnership (Blackstone Common Holdco); and Blackstone CQP Holdco LP, which is a Delaware limited partnership (CQP Holdco and,
together with Blackstone Common Holdco, the Blackstone Funds);
|
|
ii.
|
Blackstone CQP Common Holdco GP LLC, which is a Delaware limited liability company; Blackstone CQP Holdco II GP LLC, which is a Delaware limited liability company; Blackstone CQP FinanceCo LP, which is a Delaware
limited partnership; Blackstone CQP Holdco GP LLC, which is a Delaware limited liability company; Blackstone Energy Management Associates L.L.C., which is a Delaware limited liability company; Blackstone Management Associates VI L.L.C., which is a
Delaware limited liability company; Blackstone EMA L.L.C., which is a Delaware limited liability company; BMA VI L.L.C., which is a Delaware limited liability company; Blackstone Holdings III L.P., which is a limited partnership formed in Quebec,
Canada; Blackstone Holdings III GP L.P., which is a Delaware limited partnership; and Blackstone Holdings III GP Management L.L.C., which is a Delaware limited liability company (collectively, with the Blackstone Funds, the Blackstone
Entities);
|
|
iii.
|
GSO Credit Alpha Fund AIV-2 LP, which is a Delaware limited partnership; GSO Credit-A Partners LP, which is a Delaware limited partnership; and GSO Palmetto Opportunistic Investment Partners LP, which is a Delaware
limited partnership; (collectively, the GSO Funds);
|
|
iv.
|
Blackstone Holdings II L.P., which is a Delaware limited partnership, and Blackstone Holdings I/II GP Inc., which is a Delaware corporation (collectively, the Blackstone Holdings Entities);
|
|
v.
|
GSO Palmetto Opportunistic Associates LLC, which is a Delaware limited liability company; GSO Credit-A Associates LLC, which is a Delaware limited liability company; GSO Credit Alpha Associates LLC, which is a Delaware
limited liability company; and GSO Holdings I L.L.C., which is a Delaware limited liability company; (collectively, with the GSO Funds and the Blackstone Holdings Entities, the GSO Entities);
|
|
|
|
|
|
CUSIP No. 16411Q101
|
|
13D
|
|
Page
30
of 38 Pages
|
|
vi.
|
The Blackstone Group L.P., which is a Delaware limited partnership; and Blackstone Group Management L.L.C., which is a Delaware limited liability company (collectively, the Blackstone Topco Entities);
|
|
vii.
|
Stephen A. Schwarzman, who is a United States citizen.
|
|
viii.
|
Bennett J. Goodman and J. Albert Smith III, each of whom is a United States citizen (collectively, the GSO Executives).
|
The principal business address of each of the Blackstone Entities, the Blackstone Holdings Entities, the Blackstone Topco Entities and
Mr. Schwarzman is c/o The Blackstone Group, 345 Park Avenue, New York, NY 10154. The principal business address of each of the GSO Entities, other than the Blackstone Holdings Entities, and the GSO Executives is c/o GSO Capital Partners LP, 345
Park Avenue, New York, NY 10154.
The principal business of the Blackstone Funds is investing in securities of the Issuer. The principal
business of the GSO Funds is investing in both public and private non-investment grade and non-rated securities, including leveraged loans, high yield bonds, distressed securities, second lien loans, mezzanine securities, equity securities, credit
derivatives and other investments.
The principal business of each of the GSO Entities, other than the GSO Funds and the Blackstone
Entities, other than the Blackstone Funds, and the Blackstone Topco Entities is directing the operations of, and serving as the respective general partner, managing member (or similar position) and/or equity holder of, certain GSO or Blackstone
affiliated entity or entities, as applicable.
The principal occupation of Mr. Schwarzman is serving as an executive of Blackstone
Group Management L.L.C. The principal occupation of each of the GSO Executives is serving as an executive of GSO Holdings I L.L.C.
During
the last five years, none of the Reporting Persons (i) have been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (ii) was a party to a civil proceeding of a judicial or administrative body of
competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any
violation with respect to such laws.
|
|
|
|
|
CUSIP No. 16411Q101
|
|
13D
|
|
Page
31
of 38 Pages
|
Item 4.
|
Purpose of Transaction.
|
Item 4 of the Schedule 13D is hereby amended and supplemented by adding
the following:
On August 2, 2017, as previously disclosed, the Issuer mandatorily converted the Class B units held by CQP Holdco into
Common Units, resulting in the issuance of 198,978,886 Common Units to CQP Holdco.
Item 5.
|
Interest in Securities of the Issuer
|
Item 5 of the Schedule 13D is hereby amended and restated in
its entirety as follows:
(a)-(b)
Calculations of the percentage of Common Units beneficially owned are based on a total of 348,614,790 Common Units outstanding as of
August 3, 2017, as reported in the Issuers Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on August 8, 2017.
The aggregate number and percentage of Common Units beneficially owned by each Reporting Person and, for each Reporting Person, the number of
Common Units as to which there is sole power to vote or to direct the vote, shared power to vote or to direct the vote, sole power to dispose or to direct the disposition of, or shared power to dispose or to direct the disposition of are set forth
on rows 7 through 11 and row 13 of the cover pages of this Schedule 13D and are incorporated herein by reference.
Blackstone Common
Holdco is the record holder of 1,101,169 Common Units. Blackstone CQP Holdco is the record holder of 198,978,886 Common Units. GSO Credit Alpha Fund AIV-2 LP is the record owner of 462,922 Common Units. GSO Credit-A Partners LP is the record holder
of 953,855 Common Units. GSO Palmetto Opportunistic Investment Partners LP is the record holders of 953,855 Common Units.
Blackstone CQP
Common Holdco GP LLC is the general partner of Blackstone Common Holdco. Blackstone Energy Management Associates L.L.C. and Blackstone Management Associates VI L.L.C. are the managing members of Blackstone CQP Common Holdco GP LLC. Blackstone EMA
L.L.C. is the sole member of Blackstone Energy Management Associates L.L.C. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C.
Blackstone CQP Holdco II GP LLC is the general partner of CQP Holdco. Blackstone CQP FinanceCo LP is the sole member of Blackstone CQP Holdco
II GP LLC. Blackstone CQP Holdco GP LLC is the general partner of Blackstone CQP FinanceCo LP. Blackstone Management Associates VI L.L.C. is the sole member of Blackstone CQP Holdco GP LLC. BMA VI L.L.C. is the sole member of Blackstone Management
Associates VI L.L.C.
Blackstone Holdings III L.P. is the managing member of both BMA VI L.L.C. and Blackstone EMA L.L.C. Blackstone
Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P. Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P.
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CUSIP No. 16411Q101
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13D
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Page
32
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GSO Palmetto Opportunistic Associates LLC is the general partner of GSO Palmetto
Opportunistic Investment Partners LP. GSO Credit-A Associates LLC is the general partner of GSO Credit-A Partners LP. GSO Credit Alpha Associates LLC is the general partner of GSO Credit Alpha Fund AIV-2 LP. GSO Holdings I L.L.C. is the managing
member of each of GSO Palmetto Opportunistic Associates LLC, GSO Credit-A Associates LLC and GSO Credit Alpha Associates LLC.
Blackstone
Holdings II L.P. is the managing member of GSO Holdings I L.L.C. with respect to securities beneficially owned by the GSO Funds. Blackstone Holdings I/II GP Inc. is the general partner of Blackstone Holdings II L.P.
The Blackstone Group L.P. is the controlling shareholder of Blackstone Holdings I/II GP Inc. and the sole member of Blackstone Holdings III GP
Management L.L.C. Blackstone Group Management L.L.C. is the general partner of The Blackstone Group L.P. Stephen A. Schwarzman is the founding member of Blackstone Group Management L.L.C.
Each of Blackstone EMA L.L.C., Blackstone Energy Management Associates L.L.C. and Blackstone CQP Common Holdco GP LLC may be deemed to
beneficially own the Common Units held of record by Blackstone Common Holdco. Each of the Blackstone Entities, other than Blackstone EMA L.L.C., Blackstone Energy Management Associates L.L.C., Blackstone CQP Common Holdco GP LLC, and Blackstone CQP
Common Holdco L.P., may be deemed to beneficially own the Common Units held of record by CQP Holdco. Each of the GSO Entities and the GSO Executives may be deemed to beneficially own the Common Units held of record by the GSO Funds. Each of the
Blackstone Topco Entities and Mr. Schwarzman may be deemed to beneficially own the Common Units held of record by each of the Blackstone Funds and the GSO Funds. However, neither the filing of this Schedule 13D nor any of its contents shall be
deemed to constitute an admission that any Reporting Person (other than the entities identified as directly holding the securities reported herein) is the beneficial owner of Common Units referred to herein for purposes of Section 13(d) of the
Securities Exchange Act of 1934, as amended, or for any other purpose and each of the Reporting Persons expressly disclaims beneficial ownership of such Common Units and any assertion or presumption that it or he and the other persons on whose
behalf this statement is filed constitute a group.
(c) Except for the transactions disclosed in Item 4 herein, none of the Reporting
Persons has effected any transactions in the Common Units of the Issuer since the filing of Amendment No. 2 to this Schedule 13D.
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CUSIP No. 16411Q101
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13D
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Page
33
of 38 Pages
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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
: August 11, 2017
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Blackstone CQP Common Holdco L.P.
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By:
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Blackstone CQP Common Holdco GP LLC, its general partner
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By:
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Blackstone Management Associates VI L.L.C., its managing member
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By:
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BMA VI L.L.C., its sole member
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By:
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/s/ John G. Finley
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Name:
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John G. Finley
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Title:
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Chief Legal Officer
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Blackstone CQP Common Holdco GP LLC
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By:
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Blackstone Management Associates VI L.L.C., its managing member
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By:
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BMA VI L.L.C., its sole member
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By:
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/s/ John G. Finley
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Name:
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John G. Finley
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Title:
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Chief Legal Officer
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Blackstone CQP Holdco LP
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By:
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Blackstone CQP Holdco II GP LLC, its general partner
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By:
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Blackstone CQP FinanceCo LP, its sole member
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By:
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Blackstone CQP Holdco GP, LLC, its general partner
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By:
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Blackstone Management Associates VI L.L.C., its sole member
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By:
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BMA VI L.L.C., its sole member
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By:
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/s/ John G. Finley
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Name:
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John G. Finley
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Title:
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Chief Legal Officer
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CUSIP No. 16411Q101
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13D
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Page
34
of 38 Pages
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Blackstone CQP Holdco II GP LLC
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By:
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Blackstone CQP FinanceCo LP, its sole member
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By:
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Blackstone CQP Holdco GP, LLC, its general partner
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By:
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Blackstone Management Associates VI L.L.C., its sole member
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By:
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BMA VI L.L.C., its sole member
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By:
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/s/ John G. Finley
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Name:
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John G. Finley
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Title:
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Chief Legal Officer
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Blackstone CQP FinanceCo LP
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By:
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Blackstone CQP Holdco GP, LLC, its general partner
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By:
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Blackstone Management Associates VI L.L.C., its sole member
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By:
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BMA VI L.L.C., its sole member
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By:
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/s/ John G. Finley
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Name:
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John G. Finley
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Title:
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Chief Legal Officer
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Blackstone CQP Holdco GP, LLC
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By:
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Blackstone Management Associates VI L.L.C., its sole member
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By:
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BMA VI L.L.C., its sole member
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By:
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/s/ John G. Finley
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Name:
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John G. Finley
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Title:
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Chief Legal Officer
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Blackstone Energy Management Associates L.L.C.
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By:
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Blackstone EMA L.L.C., its sole member
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By:
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/s/ John G. Finley
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Name:
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John G. Finley
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Title:
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Chief Legal Officer
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CUSIP No. 16411Q101
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13D
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Page
35
of 38 Pages
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Blackstone Management Associates VI L.L.C.
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By:
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BMA VI L.L.C., its sole member
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By:
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/s/ John G. Finley
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Name:
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John G. Finley
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Title:
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Chief Legal Officer
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Blackstone EMA L.L.C.
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By:
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/s/ John G. Finley
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Name:
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John G. Finley
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Title:
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Chief Legal Officer
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BMA VI L.L.C.
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By:
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/s/ John G. Finley
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Name:
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John G. Finley
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Title:
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Chief Legal Officer
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Blackstone Holdings III L.P.
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By:
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Blackstone Holdings III GP L.P., its general partner
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By:
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Blackstone Holdings III GP Management L.L.C., its general partner
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By:
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/s/ John G. Finley
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Name:
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John G. Finley
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Title:
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Chief Legal Officer
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Blackstone Holdings III GP L.P.
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By:
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Blackstone Holdings III GP Management L.L.C., its general partner
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By:
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/s/ John G. Finley
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Name:
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John G. Finley
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Title:
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Chief Legal Officer
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CUSIP No. 16411Q101
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13D
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Page
36
of 38 Pages
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Blackstone Holdings III GP Management L.L.C.
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By:
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/s/ John G. Finley
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Name:
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John G. Finley
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Title:
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Chief Legal Officer
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GSO Credit Alpha Fund AIV-2 LP
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By:
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GSO Credit Alpha Associates LLC, its general partner
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By:
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/s/ Marisa Beeney
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Name:
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Marisa Beeney
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Title:
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Authorized Signatory
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GSO Credit Alpha Associates LLC
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By:
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/s/ Marisa Beeney
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Name:
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Marisa Beeney
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Title:
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Authorized Signatory
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GSO Credit-A Partners LP
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By:
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GSO Credit-A Associates LLC, its general partner
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By:
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/s/ Marisa Beeney
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Name:
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Marisa Beeney
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Title:
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Authorized Signatory
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GSO Palmetto Opportunistic Investment Partners LP
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By:
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GSO Palmetto Opportunistic Associates LLC, its general partner
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By:
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/s/ Marisa Beeney
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Name:
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Marisa Beeney
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Title:
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Authorized Signatory
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CUSIP No. 16411Q101
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13D
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Page
37
of 38 Pages
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GSO Palmetto Opportunistic Associates LLC
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By:
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/s/ Marisa Beeney
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Name:
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Marisa Beeney
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Title:
|
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Authorized Signatory
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GSO Credit-A Associates LLC
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By:
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/s/ Marisa Beeney
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Name:
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Marisa Beeney
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Title:
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Authorized Signatory
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GSO Holdings I L.L.C.
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By:
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/s/ John G. Finley
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Name:
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John G. Finley
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Title:
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Chief Legal Officer
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Blackstone Holdings II L.P.
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By:
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Blackstone Holdings I/II GP Inc., its general partner
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By:
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/s/ John G. Finley
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Name:
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John G. Finley
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Title:
|
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Chief Legal Officer
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Blackstone Holdings I/II GP Inc.
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By:
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/s/ John G. Finley
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Name:
|
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John G. Finley
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Title:
|
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Chief Legal Officer
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The Blackstone Group L.P.
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By: Blackstone Group Management L.L.C.
|
|
|
By:
|
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/s/ John G. Finley
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Name:
|
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John G. Finley
|
Title:
|
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Chief Legal Officer
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CUSIP No. 16411Q101
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13D
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Page
38
of 38 Pages
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Blackstone Group Management L.L.C.
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|
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By:
|
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/s/ John G. Finley
|
Name:
|
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John G. Finley
|
Title:
|
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Chief Legal Officer
|
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Stephen A. Schwarzman
|
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/s/ Stephen A. Schwarzman
|
Stephen A. Schwarzman
|
|
Bennett J. Goodman
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|
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By:
|
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/s/ Marisa Beeney
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Name:
|
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Marisa Beeney
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Title:
|
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Attorney-in-Fact
|
|
J. Albert Smith III
|
|
|
By:
|
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/s/ Marisa Beeney
|
Name:
|
|
Marisa Beeney
|
Title:
|
|
Attorney-in-Fact
|