|CUSIP No. 09625U208
||Page 8 of 10 Pages
NAME OF ISSUER
This Amendment No. 2 to Schedule 13G (“Amendment
No. 2”) amends and supplements the statement on
Schedule 13G originally filed with the Securities and Exchange
Commission on September 27, 2016, as amended to date (the
“Prior Filing”), and relates to Series A preferred units
representing limited partnership interests (“Series A Preferred
Units) in Blueknight Energy Partners, L.P., a Delaware limited
partnership (the “Issuer”).
The Prior Filing continues in effect, except as expressly modified
hereby. Capitalized terms used in this Amendment No. 2 that
are not defined herein, but that are defined in the Prior Filing,
shall have the meanings ascribed to them in the Prior Filing.
ADDRESS OF ISSUER’S PRINCIPAL EXECUTIVE
The principal executive offices of the Issuer are located at 6060
American Plaza, Suite 600, Tulsa, Oklahoma 74135.
NAME OF PERSON FILING
This Schedule 13G is being filed jointly by Blueknight Energy
Holding, Inc., Vitol Refining Group B.V., Vitol Holding B.V., Vitol
Holding II S.A, Benjamin L. Marshall and Richard J. Evans, pursuant
to an Agreement of Joint Filing attached hereto as Exhibit A.
Information with respect to each Reporting Person is given solely
by such Reporting Person, and no Reporting Person assumes
responsibility for the accuracy or completeness of the information
furnished by any other Reporting Person. Pursuant to Rule
13d-4 of the Act, the
Reporting Persons expressly declare that the filing of this
statement shall not be construed as an admission that any such
person is, for the purposes of Section 13(d) and/or
Section 13(g) of the Act or otherwise, the beneficial owner of
any securities covered by this Schedule 13G held by any other
The board of directors of BEHI has voting and dispositive power
over the reported securities. The board of directors of BEHI
consists of Benjamin L. Marshall and Richard J. Evans, who may be
deemed to have voting and dispositive power with respect to and
beneficially own the shares held by BEHI as a result of their
position on the board of directors; provided, however, that neither
of Messrs. Marshall and Evans have voting or dispositive power over
these shares in their respective individual capacity.
Mr. Marshall replaced Mr. Miguel A. Loya on BEHI‘s
board of directors following Mr. Loya’s retirement.
BEHI is controlled by and wholly owned by Vitol Refining Group B.V.
(“Refining”). Refining is controlled by and wholly owned by
Vitol Holding B.V. (“Holding”). Holding is controlled by and
wholly owned by Vitol Holding II SA (“Holding II” and,
together with Messrs. Marshall and Evans, BEHI, Refining and
Holding, the “Reporting Persons”). Accordingly, each of
Refining, Holding and Holding II may be deemed to share voting and
dispositive power over the reported securities of BEHI; thus, each
of Refining, Holding and Holding II may also be deemed to be the
beneficial owner of the reported securities of BEHI. Each of
Messrs. Marshall and Evans, Refining, Holding and Holding II
disclaims beneficial ownership of the reported securities of BEHI
in excess of its or his pecuniary interest in the securities.
ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE,
The address of the principal business office of BEHI and Messrs.
Marshall and Evans is 2925 Richmond Ave., 11th Floor, Houston,
Texas 77098. The address of the principal business office of each
of Refining and Holding is K.P. van der Mandelelaan 130, 3062 MB
Rotterdam, the Netherlands. The address of the principal business
office of Holding II is 5 rue Goethe, 1637 Luxembourg.
BEHI is a corporation organized under the laws of the State of
Delaware. Each of Refining and Holding is a private company with
limited liability incorporated under the laws of the Netherlands.
Holding II is a public limited company incorporated under the laws
of Luxembourg. Messrs. Marshall and Evans are each United States