UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 15
CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION
UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934
OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934.
Commission File Number 333-206222
AG DALLAS LLC
and each of the other
subsidiary guarantor registrants listed in Schedule A
(Exact name of registrant as specified in its charter)
5960 Berkshire Lane, Suite 900
Dallas, Texas 75225
(214) 432-2000
(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)
Guarantees of 4.500% Senior Notes due 2026
(Title of each class of securities covered by this Form)
None
(Titles of all other classes of securities for which a duty to file reports under section 13(a) or 15(d) remains)
Please place an X in the box(es) to designate the appropriate rule provision(s) relied upon to terminate or suspend the duty to file reports:
Rule 12g-4(a)(1) | ☐ | |
Rule 12g-4(a)(2) | ☐ | |
Rule 12h-3(b)(1)(i) | ☒ | |
Rule 12h-3(b)(1)(ii) | ☐ | |
Rule 15d-6 | ☒ | |
Rule 15d-22(b) | ☐ |
Approximate number of holders of record as of the certification or notice date: Less than 300
Explanatory Note: Pursuant to Section 15(d)(1) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and Rule 12h-3 thereunder, the obligation of each of the subsidiaries of Eagle Materials Inc. (the “Company”) listed in Schedule A (the “Subsidiary Guarantors”) to file periodic reports under the Exchange Act with respect to the guarantees (the “Guarantees”) of 4.500% Senior Notes due 2026 (the “Senior Notes”) registered pursuant to the Registration Statement on Form S-3 (Registration No. 333-206222), dated August 7, 2015, as amended by Post-Effective Amendment No. 1 to Registration Statement on Form S-3, dated July 25, 2016 (the “2015 Registration Statement”), has been or is being suspended. The 2015 Registration Statement expired in 2018, and there are no securities currently registered for sale thereunder. At all times from and after April 1, 2019 (the first day of the fiscal year after the 2015 Registration Statement expired), the Senior Notes and Guarantees have been held by fewer than 300 persons.
The subsidiary guarantors registrants under the 2015 Registration Statement are filing this Form 15 to provide notice to the U.S. Securities and Exchange Commission that their duty to file reports under Section 13 and 15(d) of the Exchange Act with respect to the Senior Notes has been suspended.
Schedule A
TABLE OF SUBSIDIARY GUARANTOR REGISTRANTS1
Exact Name of Registrant as Specified in its Charter2 | State or Other Jurisdiction of Incorporation or Organization | |
AG DALLAS LLC | Delaware | |
AG SOUTH CAROLINA LLC | Delaware | |
AMERICAN GYPSUM COMPANY LLC | Delaware | |
AMERICAN GYPSUM MARKETING COMPANY LLC | Delaware | |
AUDUBON MATERIALS LLC | Delaware | |
AUDUBON READYMIX LLC | Delaware | |
CCP CEMENT LLC | Nevada | |
CCP CONCRETE/AGGREGATES LLC | Delaware | |
CCP GYPSUM LLC | Nevada | |
CCP LAND COMPANY | Nevada | |
CCP LEASING LLC | Delaware | |
CPCC LAND COMPANY LLC | Delaware | |
CENTEX CEMENT LLC | Nevada | |
CENTEX MATERIALS LLC | Delaware | |
EAGLE CEMENT COMPANY LLC | Delaware | |
EAGLE MATERIALS IP LLC | Delaware | |
FARMING SOLUTIONS HOLDINGS LLC | Delaware | |
FARMING SOLUTIONS LLC | Delaware | |
IC ENERGY LLC | Delaware | |
ILLINOIS CEMENT COMPANY LLC | Delaware | |
HOLLIS & EASTERN RAILROAD COMPANY LLC | Delaware | |
KANSAS CITY AGGREGATE LLC | Delaware | |
KANSAS CITY FLY ASH LLC | Delaware | |
KANSAS CITY READYMIX LLC | Delaware | |
MICHIGAN CEMENT COMPANY LLC | Delaware | |
MOUNTAIN CEMENT COMPANY LLC | Nevada | |
MOUNTAIN LAND & CATTLE COMPANY LLC | Nevada | |
NEVADA CEMENT COMPANY LLC | Nevada | |
REPUBLIC PAPERBOARD COMPANY LLC | Delaware | |
RIO GRANDE DRYWALL SUPPLY CO LLC | Nevada | |
SKYWAY CEMENT COMPANY LLC | Delaware | |
TEXAS CEMENT COMPANY | Nevada | |
TLCC GP LLC | Delaware | |
TLCC LP LLC | Delaware | |
TULSA CEMEMT LLC | Delaware | |
WESTERN CEMENT COMPANY OF CALIFORNIA | California | |
WISCONSIN CEMENT COMPANY | Wisconsin |
| 1 | The following co-registrants under the 2015 Registration Statement are no longer in existence or are no longer subsidiary guarantors and have been omitted as Additional Registrants to this Form 15: |
CRS Atlantic LLC
CRS Blocker 1 Inc.
CRS Blocker 2 Inc.
CRS Blocker 3 Inc.
CRS Blocker 4 Inc.
CRS Holdco LLC
CRS Proppants LLC
Dunning Properties, L.L.C.
Eagle Materials Aviation LLC
Eagle Oil and Gas Proppants Holdings LLC
Eagle Oil and Gas Proppants LLC
Great Northern Sand LLC
Green Property Farms, LLC
Green Rose Investments, LLC
Mathews Readymix LLC
MEV Land Trust LLC
Minnesota Sand Company LLC
Northern White Sand LLC
Western Aggregates LLC
| 2 | Each of the subsidiary guarantor registrants have the following principal executive office: |
c/o Eagle Materials Inc.
5960 Berkshire Lane, Suite 900
Dallas, Texas 75225
(214) 432-2000
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, each of the subsidiary guarantor registrants has caused this certification/notice to be signed on its behalf by the undersigned duly authorized person.
AG DALLAS LLC AG SOUTH CAROLINA LLC AUDUBON MATERIALS LLC AUDUBON READYMIX LLC CPCC LAND COMPANY LLC CCP LEASING LLC CENTEX CEMENT LLC CENTEX MATERIALS LLC EAGLE CEMENT COMPANY LLC EAGLE MATERIALS IP LLC FARMING SOLUTIONS HOLDINGS LLC FARMING SOLUTIONS LLC ILLINOIS CEMENT COMPANY LLC HOLLIS & EASTERN RAILROAD COMPANY LLC KANSAS CITY AGGREGATE LLC KANSAS CITY FLY ASH LLC KANSAS CITY READYMIX LLC MICHIGAN CEMENT COMPANY LLC MOUNTAIN CEMENT COMPANY LLC MOUNTAIN LAND & CATTLE COMPANY LLC NEVADA CEMENT COMPANY LLC REPUBLIC PAPERBOARD COMPANY LLC RIO GRANDE DRYWALL SUPPLY CO. LLC SKYWAY CEMENT COMPANY LLC TEXAS CEMENT COMPANY TLCC GP LLC TLCC LP LLC TULSA CEMENT LLC WESTERN CEMENT COMPANY OF CALIFORNIA WISCONSIN CEMENT COMPANY LLC | ||||||
| Date: October 29, 2020 | By: | /s/ D. Craig Kesler | ||||
| D. Craig Kesler | ||||||
| Senior Vice President and Treasurer | ||||||
AMERICAN GYPSUM COMPANY LLC AMERICAN GYPSUM MARKETING COMPANY LLC | ||||||
| Date: October 29, 2020 | By: | /s/ D. Craig Kesler | ||||
| D. Craig Kesler | ||||||
| Senior Vice President, Treasurer and Assistant Secretary | ||||||
CCP CEMENT LLC CCP CONCRETE/AGGREGATES LLC CCP GYPSUM LLC CCP LAND LLC | ||||||
| Date: October 29, 2020 | By: | /s/ D. Craig Kesler | ||||
| D. Craig Kesler | ||||||
| Senior Vice President – Finance and Treasurer | ||||||
| IC ENERGY LLC | ||||||
| Date: October 29, 2020 | By: | /s/ William R. Devlin | ||||
| William R. Devlin | ||||||
| Vice President | ||||||
