OCIP / OCI Partners LP - Documents déposés auprès de la SEC, rapport annuel, procuration

OCI Partners LP
US ˙ NYSE
CE SYMBOLE N'EST PLUS ACTIF

Statistiques de base
CIK 1578932
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to OCI Partners LP
SEC Filings (Chronological Order)
Cette page fournit une liste complète et chronologique des documents déposés auprès de la SEC, à l'exclusion des documents relatifs à la participation que nous fournissons ailleurs.
July 26, 2018 15-12B

OCIP / OCI Partners LP 15-12B

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: 001-36098 OCI Partners LP (Exact name of registrant as specified in its cha

July 17, 2018 S-8 POS

OCIP / OCI Partners LP S-8 POS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT NO. 333-191755 UNDER THE SECURITIES ACT OF 1933 OCI Partners LP (Exact Name of Registrant as Specified in Its Charter) Delaware 90-0936556 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) 5470 N. Twin City Highw

July 17, 2018 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

18 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: July 16, 2018 (Date of earliest event reported) OCI Partners LP (Exact name of registrant as specified in its charter) Delaware 001-36098 90-0936556 (State or other jurisdiction of incorporation) (Commission File N

July 17, 2018 SC 13E3/A

OCIP / OCI Partners LP / Oci Partners Lp - SC 13E3/A

SC 13E3/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Amendment No. 3 to SCHEDULE 13E-3 Rule 13e-3 Transaction Statement under Section 13(e) of the Securities Exchange Act of 1934 OCI Partners LP (Name of the Issuer) OCI GP LLC OCI Partners LP (Name of Person Filing Statement) Common Units Representing Limited Partner Interests (Title of Class of Securities) 67091N108 (

July 16, 2018 EX-99.25

EX-99.25

EX-99.25 2 ruleprovisionnotice.htm NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on July 27, 2018, pursuant to the provisions of Rule 12d2-2 (a). [ X ] 17 CFR 240.12d2-2

July 6, 2018 SC 13D/A

OCIP / OCI Partners LP / OCI N.V. - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (Rule 13d–101) Information to be Included in Statements Filed Pursuant to § 240.13d–1(a) and Amendments Thereto Filed Pursuant to § 240.13d–2(a) Under the Securities Exchange Act of 1934 (Amendment No. 7)* OCI Partners LP (Name of Issuer) Common Units representing Limited Partner Interests (Title of Class of Secur

July 5, 2018 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

18 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: July 5, 2018 (Date of earliest event reported) OCI Partners LP (Exact name of registrant as specified in its charter) Delaware 001-36098 90-0936556 (State or other jurisdiction of incorporation) (Commission File Nu

July 5, 2018 EX-99.1

2

OCI Partners LP Announces Expiration of OCI N.V. Tender Offer Nederland, Texas, July 4, 2018 — OCI Partners LP (NYSE: OCIP) (“OCIP” or the “Partnership”), today announced that as of 5:00 p.m. Eastern Time, on July 3, 2018 (the “Expiration Time”), 9,290,248 common units representing limited partner interests in the Partnership (“Common Units”), including those Common Units delivered through notices

July 5, 2018 SC TO-T/A

OCIP / OCI Partners LP / OCI N.V. - SC TO-T/A

SC TO-T/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Amendment No. 4 to SCHEDULE TO (RULE 14d-100) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) or 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 OCI Partners LP (Name of Subject Company (Issuer)) OCIP Holding II LLC (Offeror) a wholly owned subsidiary of OCI N.V. (Names of Filing Persons) Common Units Representing Limited Partner In

July 5, 2018 EX-99.(A)(1)(IX)

Amsterdam, The Netherlands / 4 July 2018

EX-99.(a)(1)(ix) Exhibit (a)(1)(ix) OCI Press Release Amsterdam, The Netherlands / 4 July 2018 OCI N.V. Announces that Approximately 9.3 Million Common Units of OCI Partners have been Accepted for Purchase and will Exercise Buyout Right for Remaining Units OCI N.V. (Euronext: OCI) (“OCI”) today announced that as of 5:00 p.m. Eastern Time on 3 July 2018 (the “Expiration Time”) 9,290,248 common unit

July 5, 2018 SC 13E3/A

OCIP / OCI Partners LP / Oci Partners Lp - SC 13E3/A

SC 13E3/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Amendment No. 2 to SCHEDULE 13E-3 Rule 13e-3 Transaction Statement under Section 13(e) of the Securities Exchange Act of 1934 OCI Partners LP (Name of the Issuer) OCI GP LLC OCI Partners LP (Name of Person Filing Statement) Common Units Representing Limited Partner Interests (Title of Class of Securities) 67091N108 (

July 2, 2018 EX-99.(A)(1)(IX)

Methanol Production Days

EX-99.(a)(1)(ix) Exhibit (a)(1)(ix) 2018 2019 2020 2021 2022 2023 Operations Methanol Production Days days 350 323 348 347 347 323 Capacity Efficiency % 98 % 99 % 99 % 99 % 99 % 99 % Ammonia Production Days days 337 323 348 347 347 323 Capacity Efficiency % 98 % 99 % 99 % 99 % 99 % 99 % Sales Volume Methanol kt 865 808 859 859 859 808 Ammonia kt 310 331 333 333 333 331 Pricing Contract Price - Met

July 2, 2018 SC 14D9/A

OCIP / OCI Partners LP SC 14D9/A

SC 14D9/A As filed with the Securities and Exchange Commission on July 2, 2018 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

July 2, 2018 SC 13E3/A

OCIP / OCI Partners LP / Oci Partners Lp - SC 13E3/A

SC 13E3/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Amendment No. 1 to SCHEDULE 13E-3 Rule 13e-3 Transaction Statement under Section 13(e) of the Securities Exchange Act of 1934 OCI Partners LP (Name of the Issuer) OCI GP LLC OCI Partners LP (Name of Person Filing Statement) Common Units Representing Limited Partner Interests (Title of Class of Securities) 67091N108 (

July 2, 2018 EX-99.C.3

CONFIDENTIAL Project Obsidian Conflicts Committee Discussion Materials June 18, 2018

EX-99.(c)(3) Exhibit (c)(3) CONFIDENTIAL Project Obsidian Conflicts Committee Discussion Materials June 18, 2018 CONFIDENTIAL Disclaimer These discussion materials and any supplemental information (written or oral) or other documents provided in connection therewith (collectively the “materials”) are provided solely for the information of the Conflicts Committee of the Board of Directors (the “Com

July 2, 2018 CORRESP

OCIP / OCI Partners LP CORRESP

CORRESP July 2, 2018 811 Main Street, Suite 3700 Houston, TX 77002 Tel: +1.713.546.5400 Fax: +1.713.546.5401 www.lw.com FIRM / AFFILIATE OFFICES Beijing Moscow Boston Munich Brussels New York Century City Orange County Chicago Paris Dubai Riyadh Düsseldorf Rome Frankfurt San Diego Hamburg San Francisco Hong Kong Seoul Houston Shanghai London Silicon Valley Los Angeles Singapore Madrid Tokyo Milan

June 27, 2018 SC 13E3

OCIP / OCI Partners LP / Oci Partners Lp - SC 13E3

SC 13E3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13E-3 Rule 13e-3 Transaction Statement under Section 13(e) of the Securities Exchange Act of 1934 OCI Partners LP (Name of the Issuer) OCI GP LLC OCI Partners LP (Name of Person Filing Statement) Common Units Representing Limited Partner Interests (Title of Class of Securities) 67091N108 (CUSIP Number of Class

June 25, 2018 EX-99.(A)(1)(I)(B)

Amendment No. 2 to Offer to Purchase for Cash All Outstanding Common Units Representing Limited Partner Interests OCI Partners LP OCIP Holding II LLC a wholly owned subsidiary of OCI N.V. $11.50 per Common Unit

EX-99.(a)(1)(i)(b) Exhibit (a)(1)(i)(b) Amendment No. 2 to Offer to Purchase for Cash All Outstanding Common Units Representing Limited Partner Interests in OCI Partners LP by OCIP Holding II LLC a wholly owned subsidiary of OCI N.V. at $11.50 per Common Unit THE OFFER (AS DEFINED HEREIN) AND WITHDRAWAL RIGHTS WILL EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON JULY 3, 2018, UNLESS THE OFFER IS EXTEN

June 25, 2018 SC TO-T/A

OCIP / OCI Partners LP / OCI N.V. - SC TO-T/A

SC TO-T/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Amendment No. 3 to SCHEDULE TO (RULE 14d-100) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) or 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 OCI Partners LP (Name of Subject Company (Issuer)) OCIP Holding II LLC (Offeror) a wholly owned subsidiary of OCI N.V. (Names of Filing Persons) Common Units Representing Limited Partner In

June 19, 2018 SC 14D9

OCIP / OCI Partners LP SC 14D9

SC 14D9 As filed with the Securities and Exchange Commission on June 19, 2018 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

June 19, 2018 8-K

Financial Statements and Exhibits, Other Events

18 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: June 19, 2018 (Date of earliest event reported) OCI Partners LP (Exact name of registrant as specified in its charter) Delaware 001-36098 90-0936556 (State or other jurisdiction of incorporation) (Commission File N

June 19, 2018 EX-99.1

2

Conflicts Committee Recommends That Unitholders Accept OCI’s Tender Offer to Purchase Common Units for $11.

June 19, 2018 SC 13D/A

OCIP / OCI Partners LP / OCI N.V. - SC 13D/A Activist Investment

SC 13D/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Amendment No. 2 to SCHEDULE TO (RULE 14d-100) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) or 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 OCI Partners LP (Name of Subject Company (Issuer)) OCIP Holding II LLC (Offeror) a wholly owned subsidiary of OCI N.V. (Names of Filing Persons) Common Units Representing Limited Partner Int

June 19, 2018 EX-99.A.1.I.VIII

Georgeson 1290 Avenue of the Americas, 9th Floor New York, NY 10104 Banks, Brokers and Shareholders Call Toll-Free (888) 566-3252

EX-99.(a)(1)(viii) Exhibit (a)(1)(viii) Press Release Amsterdam, The Netherlands / 19 June 2018 OCI N.V. Announces an Increase in Tender Offer Price for Common Units of OCI Partners LP OCI N.V. (Euronext: OCI) (“OCI”) today announced that its affiliate, OCIP Holding II LLC, is amending the terms of its previously announced cash tender offer to increase the price at which it will purchase all publi

June 19, 2018 SC TO-T/A

OCIP / OCI Partners LP / OCI N.V. - SC TO-T/A

SC TO-T/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Amendment No. 2 to SCHEDULE TO (RULE 14d-100) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) or 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 OCI Partners LP (Name of Subject Company (Issuer)) OCIP Holding II LLC (Offeror) a wholly owned subsidiary of OCI N.V. (Names of Filing Persons) Common Units Representing Limited Partner In

June 19, 2018 EX-99.A.1.I.VIII

Georgeson 1290 Avenue of the Americas, 9th Floor New York, NY 10104 Banks, Brokers and Shareholders Call Toll-Free (888) 566-3252

EX-99.A.1.I.VIII Exhibit (a)(1)(viii) Press Release Amsterdam, The Netherlands / 19 June 2018 OCI N.V. Announces an Increase in Tender Offer Price for Common Units of OCI Partners LP OCI N.V. (Euronext: OCI) (“OCI”) today announced that its affiliate, OCIP Holding II LLC, is amending the terms of its previously announced cash tender offer to increase the price at which it will purchase all publicl

June 8, 2018 SC TO-T/A

OCIP / OCI Partners LP / OCI N.V. - SC TO-T/A

SC TO-T/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Amendment No. 1 to SCHEDULE TO (RULE 14d-100) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) or 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 OCI Partners LP (Name of Subject Company (Issuer)) OCIP Holding II LLC (Offeror) a wholly owned subsidiary of OCI N.V. (Names of Filing Persons) Common Units Representing Limited Partner In

June 8, 2018 EX-99.A.1.I.A

Amendment No. 1 to Offer to Purchase for Cash All Outstanding Common Units Representing Limited Partner Interests OCI Partners LP OCIP Holding II LLC a wholly owned subsidiary of OCI N.V. $11.00 per Common Unit

EX-99.(a)(1)(i)(a) Exhibit (a)(1)(i)(a) Amendment No. 1 to Offer to Purchase for Cash All Outstanding Common Units Representing Limited Partner Interests in OCI Partners LP by OCIP Holding II LLC a wholly owned subsidiary of OCI N.V. at $11.00 per Common Unit THE OFFER (AS DEFINED HEREIN) AND WITHDRAWAL RIGHTS WILL EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON JULY 2, 2018, UNLESS THE OFFER IS EXTEN

June 4, 2018 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: June 4, 2018 (Date of earliest event reported) OCI Partners LP (Exact name of registrant as specified in its charter) Delaware 001-36098 90-0936556 (State or other jurisdiction of incorporation) (Commission File Numbe

June 4, 2018 EX-99.1

2

OCI Partners LP’s Board of Directors to Review Unsolicited Tender Offer from OCI N.

June 4, 2018 SC TO-T

OCIP / OCI Partners LP / OCI N.V. - SC TO-T

SC TO-T SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO (RULE 14d-100) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) or 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 OCI Partners LP (Name of Subject Company (Issuer)) OCIP Holding II LLC (Offeror) a wholly owned subsidiary of OCI N.V. (Names of Filing Persons) Common Units Representing Limited Partner Interests (Titles of Cl

June 4, 2018 EX-99.A.1.I

Offer to Purchase for Cash All Outstanding Common Units Representing Limited Partner Interests OCI Partners LP OCIP Holding II LLC a wholly owned subsidiary of OCI N.V. $11.00 per Common Unit

EX-99.A.1.I Exhibit (a)(1)(i) Offer to Purchase for Cash All Outstanding Common Units Representing Limited Partner Interests in OCI Partners LP by OCIP Holding II LLC a wholly owned subsidiary of OCI N.V. at $11.00 per Common Unit THE OFFER (AS DEFINED HEREIN) AND WITHDRAWAL RIGHTS WILL EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON JULY 2, 2018, UNLESS THE OFFER IS EXTENDED. COMMON UNITS IN OCI PART

June 4, 2018 EX-99.A.1.II

Letter of Transmittal to Tender Common Units Representing Limited Partner Interests OCI Partners LP at $11.00 Net Per Common Unit Pursuant to the Offer to Purchase dated June 4, 2018 OCIP Holding II LLC a wholly owned subsidiary of OCI N.V.

EX-99.A.1.II Exhibit (a)(1)(ii) Letter of Transmittal to Tender Common Units Representing Limited Partner Interests in OCI Partners LP at $11.00 Net Per Common Unit Pursuant to the Offer to Purchase dated June 4, 2018 by OCIP Holding II LLC a wholly owned subsidiary of OCI N.V. The undersigned represents that I (we) have full authority to surrender without restriction the certificate(s) listed bel

June 4, 2018 EX-99.B

DATED 17 April 2018 OCI N.V. COOPERATIEVE RABOBANK U.A. CA INDOSUEZ (SWITZERLAND) SA AS DOCUMENTATION AGENTS ARRANGED BY BARCLAYS BANK PLC CA INDOSUEZ (SWITZERLAND) SA CITIBANK, N.A., LONDON BRANCH COÖPERATIEVE RABOBANK U.A. GOLDMAN SACHS BANK USA HS

EX-99.B Exhibit (b) EXECUTION VERSION DATED 17 April 2018 FOR OCI N.V. WITH COOPERATIEVE RABOBANK U.A. AND CA INDOSUEZ (SWITZERLAND) SA AS DOCUMENTATION AGENTS AND ARRANGED BY BARCLAYS BANK PLC CA INDOSUEZ (SWITZERLAND) SA CITIBANK, N.A., LONDON BRANCH COÖPERATIEVE RABOBANK U.A. GOLDMAN SACHS BANK USA HSBC BANK MIDDLE EAST LIMITED J.P. MORGAN SECURITIES PLC AS MANDATED LEAD ARRANGERS AND BOOKRUNNE

June 4, 2018 EX-99.C

- 2 -

EX-99.C Exhibit C June 1, 2018 The Board of Directors OCI N.V. Horthorstraat 19 Amsterdam The Netherlands Members of the Board of Directors: The members of the Board of Directors of OCI N.V. (“Parent”) have requested our view as to the range of values of one common unit representing limited partner interests (each such interest, a “Unit”) in OCI Partners LP (the “Company”) in connection with your

June 4, 2018 SC 13D/A

OCIP / OCI Partners LP / Oci Partners Lp - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (Rule 13d–101) Information to be Included in Statements Filed Pursuant to § 240.13d–1(a) and Amendments Thereto Filed Pursuant to § 240.13d–2(a) Under the Securities Exchange Act of 1934 (Amendment No. 5)* OCI Partners LP (Name of Issuer) Common Units representing Limited Partner Interests (Title of Class of Secur

June 4, 2018 EX-99.A.1.VI

This announcement is neither an offer to purchase nor a solicitation of an offer to sell Units (as defined below). The Offer (as defined below) is made solely by the Offer to Purchase, dated June 4, 2018, the related letter of transmittal, and the re

EX-99.A.1.VI Exhibit (a)(1)(vi) This announcement is neither an offer to purchase nor a solicitation of an offer to sell Units (as defined below). The Offer (as defined below) is made solely by the Offer to Purchase, dated June 4, 2018, the related letter of transmittal, and the related notice of guaranteed delivery and any amendments or supplements thereto. OCI (as defined below) is not aware of

June 4, 2018 EX-99.A.1.III

NOTICE OF GUARANTEED DELIVERY For Tender of Common Units Representing Limited Partner Interests OCI PARTNERS LP $11.00 NET PER COMMON UNIT Pursuant to the Offer to Purchase OCIP Holding II LLC a wholly owned subsidiary of OCI N.V.

EX-99.A.1.III Exhibit (a)(1)(iii) NOTICE OF GUARANTEED DELIVERY For Tender of Common Units Representing Limited Partner Interests in OCI PARTNERS LP at $11.00 NET PER COMMON UNIT Pursuant to the Offer to Purchase by OCIP Holding II LLC a wholly owned subsidiary of OCI N.V. THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON JULY 2, 2018, UNLESS THE OFFER IS EXTENDED. T

June 4, 2018 EX-99.A.1.VII

Georgeson 1290 Avenue of the Americas, 9th Floor New York, NY 10104 Banks, Brokers and Shareholders Call Toll-Free (888) 566-3252

EX-99.A.1.VII Exhibit (a)(1)(vii) Press Release Amsterdam, The Netherlands / 4 June 2018 OCI N.V. Announces Tender Offer to Purchase Common Units of OCI Partners LP for $11.00 Per Unit in Cash OCI N.V. (Euronext: OCI) (“OCI”) today announced that its affiliate, OCIP Holding II LLC, has commenced a tender offer to purchase all publicly held common units of OCI Partners LP (NYSE: OCIP) (“OCIP”) not

June 4, 2018 EX-99.A.1.V

Offer to Purchase for Cash All Outstanding Common Units Representing Limited Partner Interests OCI PARTNERS LP $11.00 Net Per Common Unit OCIP Holding II LLC a wholly owned subsidiary of OCI N.V.

EX-99.A.1.V Exhibit (a)(1)(v) Offer to Purchase for Cash All Outstanding Common Units Representing Limited Partner Interests in OCI PARTNERS LP at $11.00 Net Per Common Unit by OCIP Holding II LLC a wholly owned subsidiary of OCI N.V. The Offer and withdrawal rights will expire at 5:00 p.m., New York City time, on July 2, 2018, unless the Offer is extended. June 4, 2018 To Our Clients: Enclosed fo

June 4, 2018 EX-99.1.IV

Offer To Purchase For Cash All Outstanding Common Units Representing Limited Partner Interests in OCI Partners LP $11.00 NET PER COMMON UNIT Pursuant to the Offer to Purchase dated June 4, 2018 by OCIP Holding II LLC a wholly owned subsidiary of OCI

EX-99.1.IV Exhibit (a)(1)(iv) Offer To Purchase For Cash All Outstanding Common Units Representing Limited Partner Interests in OCI Partners LP at $11.00 NET PER COMMON UNIT Pursuant to the Offer to Purchase dated June 4, 2018 by OCIP Holding II LLC a wholly owned subsidiary of OCI N.V. THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON JULY 2, 2018, UNLESS THE OFFER

May 7, 2018 EX-99.1

OCI Partners LP Reports 2018 First Quarter Results and Announces $0.38 Quarterly Cash Distribution

OCI Partners LP Reports 2018 First Quarter Results and Announces $0.38 Quarterly Cash Distribution Nederland, Texas, May 7, 2018 – OCI Partners LP, a Delaware limited partnership (“we” or the “Partnership”), announced its results for the three months ended March 31, 2018. The Partnership owns and operates an integrated methanol and ammonia production facility that is strategically located on the T

May 7, 2018 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: May 7, 2018 (Date of earliest event reported) OCI Partners LP (Exact name of registrant as specified in its charter) Delaware 001-36098 90-0936556 (State or other jurisdiction of incorporation) (Commission File Number

May 7, 2018 10-Q

OCIP / OCI Partners LP 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2018 Or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-36098 OCI PARTNERS

March 15, 2018 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: March 13, 2018 (Date of earliest event reported) OCI Partners LP (Exact name of registrant as specified in its charter) Delaware 001-36098 90-0936556 (State or other jurisdiction of incorporation) (Commission File

March 15, 2018 EX-10.1

Credit Agreement dated as of March 13, 2018 among OCI Partners LP, as borrower, various lenders, Barclays Bank plc, as syndication agent, Credit Agricole Corporate and Investment Bank, as documentation agent, and Bank of America N.A., as administrative agent

EX-10.1 Exhibit 10.1 EXECUTION VERSION PUBLISHED DEAL CUSIP NO. 67112JAA0 PUBLISHED TERM FACILITY CUSIP NO. 67112JAC6 PUBLISHED REVOLVING CREDIT FACILITY CUSIP NO. 67112JAB8 CREDIT AGREEMENT among OCI PARTNERS LP, as BORROWER, VARIOUS LENDERS, BARCLAYS BANK PLC, as SYNDICATION AGENT, CREDIT AGRICOLE CORPORATE AND INVESTMENT BANK, as DOCUMENTATION AGENT and BANK OF AMERICA, N.A., as ADMINISTRATIVE

March 5, 2018 EX-99.1

OCI Partners LP Reports 2017 Fourth Quarter Results and Announces $0.27 Quarterly Cash Distribution

EX-99.1 Exhibit 99.1 OCI Partners LP Reports 2017 Fourth Quarter Results and Announces $0.27 Quarterly Cash Distribution Nederland, Texas, March 5, 2018 – OCI Partners LP, a Delaware limited partnership (“we” or the “Partnership”), announced its results for the three and twelve months ended December 31, 2017. The Partnership owns and operates an integrated methanol and ammonia production facility

March 5, 2018 8-K

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 d545532d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: March 2, 2018 (Date of earliest event reported) OCI Partners LP (Exact name of registrant as specified in its charter) Delaware 001-36098 90-0936556 (State or other jurisdiction of incorp

March 5, 2018 EX-24.1

Power of Attorney of Directors and Officers of OCI GP LLC

EX-24.1 4 exhibit241201710k.htm EXHIBIT 24.1 Exhibit 24.1 POWER OF ATTORNEY KNOW ALL BY THESE PRESENTS, that each of the undersigned officers and directors of OCI GP LLC, a Delaware limited liability company and general partner of OCI Partners LP, a Delaware limited partnership (the “Registrant”), does hereby constitute and appoint Ahmed El Hoshy and Fady Kiama, and each of them, as his true and l

March 5, 2018 EX-21.1

List of Subsidiaries

Exhibit 21.1 SUBSIDIARIES OF OCI PARTNERS LP OCI Beaumont LLC, a Texas limited liability company

March 5, 2018 10-K

OCIP / OCI Partners LP 10-K (Annual Report)

10-K 1 a2017123110-k.htm 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) ý ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2017 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to

February 5, 2018 8-K

Regulation FD Disclosure, Results of Operations and Financial Condition

8-K 1 a8k-february52018.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: February 5, 2018 (Date of earliest event reported) OCI Partners LP (Exact name of registrant as specified in its charter) Delaware 001-36098 90-0936556 (State or other jurisdiction of i

December 28, 2017 SC 13D/A

OCIP / OCI Partners LP / OCI N.V. - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 4)* OCI Partners LP (Name of Issuer) Common Units representing Limited Partner Interests (Title of Class of Securities) 67091N108 (CUSIP Number) Kevin Struve Manager, OCIP Holding LLC c/o OCI USA Inc. 660 Madison Avenue, 19th Floor New York, New York 10065 (

December 27, 2017 SC 13D

OCIP / OCI Partners LP / Oci Partners Lp - SC 13D (Activist Investment)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 4 )* OCI Partners LP (Name of Issuer) Common Units representing Limited Partner Interests (Title of Class of Securities) 67091N108 (CUSIP Number) Kevin Struve Manager, OCIP Holding LLC c/o OCI USA Inc. 660 Madison Avenue, 19th Floor New York, New York 10065

November 6, 2017 10-Q

OCIP / OCI Partners LP 10-Q (Quarterly Report)

10-Q 1 a2017093010-q.htm 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2017 Or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commissio

August 7, 2017 10-Q

OCIP / OCI Partners LP 10-Q (Quarterly Report)

10-Q 1 a2017063010-q.htm 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2017 Or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission Fil

May 8, 2017 10-Q

OCI Partners LP 10-Q (Quarterly Report)

10-Q 1 a2017033110-q.htm 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2017 Or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission Fi

May 5, 2017 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

8-K 1 d366616d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: May 1, 2017 (Date of earliest event reported) OCI Partners LP (Exact name of registrant as specified in its charter) Delaware 001-36098 90-0936556 (State or other jurisdiction of incorporation

April 17, 2017 SC 13D/A

OCIP / OCI Partners LP / OCI N.V. - SC 13D/A Activist Investment

SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3)* OCI Partners LP (Name of Issuer) Common Units representing Limited Partner Interests (Title of Class of Securities) 67091N108 (CUSIP Number) Kevin Struve Manager, OCIP Holding LLC c/o OCI USA Inc. 660 Madison Avenue, 19th Floor New York, New Yor

March 13, 2017 10-K

OCI Partners LP 10-K (Annual Report)

10-K 1 a2016123110-k.htm 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) ý ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2016 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to

January 10, 2017 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

8-K 1 a8k-january102017.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: January 4, 2017 (Date of earliest event reported) OCI Partners LP (Exact name of registrant as specified in its charter) Delaware 001-36098 90-0936556 (State or other jurisdiction of in

January 10, 2017 EX-10.1

Amendment No. 6 and Waiver, dated as of January 4, 2017, among OCI Beaumont LLC, OCI Partners LP and Bank of America, N.A., as administrative agent, and the other lenders party thereto, to the Revolving Credit Agreement dated as of April 4, 2014

Exhibit Execution Version This AMENDMENT NO. 6, dated as of January 4, 2017 (this ? Amendment ?), among OCI BEAUMONT LLC , a Texas limited liability company (the ? Borrower ?), OCI PARTNERS LP , a Delaware limited partnership (the ? MLP ?), BANK OF AMERICA, N.A. , as administrative agent (in such capacity, together with its successors, the ? Administrative Agent ?), and BANK OF AMERICA, N.A. , as

December 6, 2016 425

OCI Partners LP 425 (Prospectus)

Filing pursuant to Rule 425 Under the Securities Act of 1933 Deemed Filed Pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Filer: OCI N.

December 6, 2016 425

OCI Partners LP 425 (Prospectus)

Filing pursuant to Rule 425 Under the Securities Act of 1933 Deemed Filed Pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Filer: OCI N.

December 6, 2016 8-K

Financial Statements and Exhibits, Other Events

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: December 6, 2016 (Date of earliest event reported) OCI Partners LP (Exact name of registrant as specified in its charter) Delaware 001-36098 90-0936556 (State or other jurisdiction of incorporation) (Commissi

December 6, 2016 EX-99.1

OCI Partners LP Receives Buyout Offer from OCI N.V.

EX-99.1 Exhibit 99.1 OCI Partners LP Receives Buyout Offer from OCI N.V. Nederland, Texas, December 6, 2016 ? OCI Partners LP (NYSE: OCIP), a Delaware limited partnership (?OCI Partners?), announced today that its board of directors has received a proposal from OCI N.V. (Euronext: OCI) (?OCI?) pursuant to which OCI would acquire all publicly held common units of OCI Partners in exchange for OCI N.

December 6, 2016 425

OCI Partners LP FORM 8-K (Prospectus)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: December 6, 2016 (Date of earliest event reported) OCI Partners LP (Exact name of registrant as specified in its charter) Delaware 001-36098 90-0936556 (State or other jurisdiction of incorporation) (Commission File N

December 6, 2016 EX-99.1

OCI Partners LP Receives Buyout Offer from OCI N.V.

EX-99.1 Exhibit 99.1 OCI Partners LP Receives Buyout Offer from OCI N.V. Nederland, Texas, December 6, 2016 ? OCI Partners LP (NYSE: OCIP), a Delaware limited partnership (?OCI Partners?), announced today that its board of directors has received a proposal from OCI N.V. (Euronext: OCI) (?OCI?) pursuant to which OCI would acquire all publicly held common units of OCI Partners in exchange for OCI N.

December 6, 2016 EX-99.4

OCI N.V., e: Honthorststraat 19, 1071 DC Amsterdam, The Netherlands Tel: +31 20 723 4535 Trade Register No. 56821166 VAT No. 852317384B01

EX-99.4 Exhibit D December 6, 2016 Board of Directors OCI GP LLC As General Partner of OCI Partners LP P.O. Box 1647 Nederland, Texas 77627 Dear Members of the Board of Directors of OCI GP LLC: OCI N.V. (“OCI”) is pleased to submit the following proposal (the “Proposal”) to acquire all of the outstanding common units of OCI Partners LP (“OCIP”) not already owned by OCI through an exchange for OCI

December 6, 2016 SC 13D/A

OCIP / OCI Partners LP / OCI N.V. - SC 13D/A Activist Investment

SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* OCI Partners LP (Name of Issuer) Common Units representing Limited Partner Interests (Title of Class of Securities) 67091N108 (CUSIP Number) Kevin Struve Manager, OCIP Holding LLC c/o OCI USA Inc. (646) 589-6180 Copy to: Brett E. Braden, Esq. La

November 30, 2016 EX-10.1

Amendment No. 7, dated as of November 30, 2016, among OCI Beaumont LLC, OCI USA Inc., OCI Partners LP, Bank of America, N.A., as administrative agent, and the other lenders party thereto, to the Term Loan Credit Agreement dated as of August 20, 2013

EX-10.1 2 exhibit101.htm EXHIBIT 10.1 Execution Version This AMENDMENT NO. 7 AND WAIVER, dated as of November 30, 2016 (this “Amendment”), among OCI BEAUMONT LLC, a Texas limited liability company (the “Borrower”), OCI USA INC., a Delaware corporation (“Holdings”), OCI PARTNERS LP, a Delaware limited partnership (the “MLP”) and BANK OF AMERICA, N.A., as administrative agent (in such capacity, toge

November 30, 2016 8-K

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: November 30, 2016 (Date of earliest event reported) OCI Partners LP (Exact name of registrant as specified in its charter) Delaware 001-36098 90-0936556 (State or other jurisdiction of incorporation) (Commiss

November 7, 2016 10-Q

OCI Partners LP 10-Q (Quarterly Report)

10-Q 1 a2016093010-q.htm 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2016 Or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commissio

August 5, 2016 10-Q

OCI Partners LP 10-Q (Quarterly Report)

Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2016 Or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-36098 OCI P

July 21, 2016 CORRESP

OCI Partners LP ESP

July 21, 2016 Via EDGAR Transmission Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.

July 14, 2016 EX-24.1

EX-24.1

POWER OF ATTORNEY AHMED K. EL-HOSHY With respect to holdings of and transactions in securities issued by OCI Partners LP (the "Company"), the undersigned hereby constitutes and appoints the individuals named on Schedule A attached hereto and as may be amended from time to time, or any of them signing singly, with full power of substitution and resubstitution, to act as the undersigned's true and l

July 11, 2016 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

8-K 1 d219972d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: July 7, 2016 (Date of earliest event reported) OCI Partners LP (Exact name of registrant as specified in its charter) Delaware 001-36098 90-0936556 (State or other jurisdiction of incorpo

June 30, 2016 CORRESP

OCI Partners LP ESP

CORRESP June 30, 2016 Via EDGAR Transmission Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.

May 9, 2016 10-Q

OCI Partners LP 10-Q (Quarterly Report)

10-Q 1 a2016033110-q.htm 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2016 Or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission Fi

March 24, 2016 10-K

OCI Partners LP 10-K (Annual Report)

10-K 1 a2015123110-k.htm 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) ý ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2015 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to

March 22, 2016 EX-10.1

Amendment No. 5 and Waiver, dated as of March 17, 2016, among OCI Beaumont LLC, OCI Partners LP and Bank of America, N.A., as administrative agent, and the other lenders party thereto, to the Revolving Credit Agreement dated as of April 4, 2014

EX-10.1 Exhibit 10.1 EXECUTION VERSION This AMENDMENT NO. 5, dated as of March 17, 2016 (this ?Amendment?), among OCI BEAUMONT LLC, a Texas limited liability company (the ?Borrower?), OCI PARTNERS LP, a Delaware limited partnership (the ?MLP?), BANK OF AMERICA, N.A., as administrative agent (in such capacity, together with its successors, the ?Administrative Agent?), and BANK OF AMERICA, N.A., as

March 22, 2016 8-K

OCI Partners LP 8-K (Current Report/Significant Event)

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: March 17, 2016 (Date of earliest event reported) OCI Partners LP (Exact name of registrant as specified in its charter) Delaware 001-36098 90-0936556 (State or other jurisdiction of incorporation) (Commission File

March 22, 2016 EX-10.2

Amendment No. 6, dated as of March 17, 2016, among OCI Beaumont LLC, OCI USA Inc., OCI Partners LP, Bank of America, N.A., as administrative agent, and the other lenders party thereto, to the Term Loan Credit Agreement dated as of August 20, 2013

EX-10.2 Exhibit 10.2 EXECUTION VERSION This AMENDMENT NO. 6, dated as of March 17, 2016 (this “Amendment”), among OCI BEAUMONT LLC, a Texas limited liability company (the “Borrower”), OCI USA INC., a Delaware corporation (“Holdings”), OCI PARTNERS LP, a Delaware limited partnership (the “MLP”) and BANK OF AMERICA, N.A., as administrative agent (in such capacity, together with its successors, the “

March 17, 2016 EX-10.1

Amendment No. 4 and Waiver, dated as of March 11, 2016, among OCI Beaumont LLC, OCI Partners LP and Bank of America, N.A., as administrative agent, and the other lenders party thereto, to the Revolving Credit Agreement dated as of April 4, 2014

EX-10.1 Exhibit 10.1 EXECUTION VERSION This AMENDMENT NO. 4, dated as of March 11, 2016 (this ?Amendment?), among OCI BEAUMONT LLC, a Texas limited liability company (the ?Borrower?), OCI PARTNERS LP, a Delaware limited partnership (the ?MLP?), BANK OF AMERICA, N.A., as administrative agent (in such capacity, together with its successors, the ?Administrative Agent?), and BANK OF AMERICA, N.A., as

March 17, 2016 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

8-K 1 d134171d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: March 11, 2016 (Date of earliest event reported) OCI Partners LP (Exact name of registrant as specified in its charter) Delaware 001-36098 90-0936556 (State or other jurisdiction of incorporat

March 15, 2016 NT 10-K

OCI Partners LP NT 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: December 31, 2015 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Transition Report o

November 3, 2015 EX-99.1

OCI Partners LP Reports 2015 Third Quarter Earnings and Announces $0.41 Quarterly Cash Distribution

EX-99.1 Exhibit 99.1 OCI Partners LP Reports 2015 Third Quarter Earnings and Announces $0.41 Quarterly Cash Distribution Nederland, Texas, November 3, 2015 ? OCI Partners LP, a Delaware limited partnership (the ?Partnership?), announced its results for the three and nine months ended September 30, 2015. The Partnership owns and operates an integrated methanol and ammonia production facility that i

November 3, 2015 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 d10756d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: November 3, 2015 (Date of earliest event reported) OCI Partners LP (Exact name of registrant as specified in its charter) Delaware 001-36098 90-0936556 (State or other jurisdiction of incorpora

October 22, 2015 8-K

OCI Partners 8-K (Current Report/Significant Event)

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: October 16, 2015 (Date of earliest event reported) OCI Partners LP (Exact name of registrant as specified in its charter) Delaware 001-36098 90-0936556 (State or other jurisdiction of incorporation) (Commission Fi

October 22, 2015 EX-10.2

Amendment No. 5 and Waiver, dated as of October 16, 2015, among OCI Beaumont, LLC, OCI USA Inc., OCI Partners LP and Bank of America, N.A., as administrative agent, and the other lenders party thereto, to the Term Loan Agreement dated as of August 20, 2013

EX-10.2 Exhibit 10.2 EXECUTION VERSION This AMENDMENT NO. 5 AND WAIVER, dated as of October 16, 2015 (this “Amendment”), among OCI BEAUMONT LLC, a Texas limited liability company (the “Borrower”), OCI USA INC., a Delaware corporation (“Holdings”), OCI PARTNERS LP, a Delaware limited partnership (the “MLP”) and BANK OF AMERICA, N.A., as administrative agent (in such capacity, together with its succ

October 22, 2015 EX-10.1

Amendment No. 3 and Waiver, dated as of October 16, 2015, among OCI Beaumont LLC, OCI Partners LP and Bank of America, N.A., as administrative agent, and the other lenders party thereto, to the Revolving Credit Agreement dated as of April 4, 2014

EX-10.1 Exhibit 10.1 EXECUTION VERSION This AMENDMENT NO. 3 AND WAIVER, dated as of October 16, 2015 (this ?Amendment?), among OCI BEAUMONT LLC, a Texas limited liability company (the ?Borrower?), OCI PARTNERS LP, a Delaware limited partnership (the ?MLP?), BANK OF AMERICA, N.A., as administrative agent (in such capacity, together with its successors, the ?Administrative Agent?), and BANK OF AMERI

August 10, 2015 EX-99.1

OCI Partners LP Reports 2015 Second Quarter Earnings

EX-99.1 Exhibit 99.1 OCI Partners LP Reports 2015 Second Quarter Earnings Nederland, Texas, August 10, 2015 ? OCI Partners LP, a Delaware limited partnership (the ?Partnership?), announced its results for the three months ended June 30, 2015. The Partnership owns and operates an integrated methanol and ammonia production facility that is strategically located on the Texas Gulf Coast near Beaumont.

August 10, 2015 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 d19001d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: August 10, 2015 (Date of earliest event reported) OCI Partners LP (Exact name of registrant as specified in its charter) Delaware 001-36098 90-0936556 (State or other jurisdiction of incor

July 7, 2015 8-K

Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

8-K 1 d71624d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: July 2, 2015 (Date of earliest event reported) OCI Partners LP (Exact name of registrant as specified in its charter) Delaware 001-36098 90-0936556 (State or other jurisdiction of incorporation

July 7, 2015 EX-10.1

Incremental Term Loan Commitment Agreement, dated as of July 2, 2015, among OCI USA Inc., OCI Beaumont LLC, OCI Partners LP and Bank of America, N.A., as administrative agent

EX-10.1 Exhibit 10.1 EXECUTION VERSION INCREMENTAL TERM LOAN COMMITMENT AGREEMENT BANK OF AMERICA, N.A. July 2, 2015 OCI Beaumont LLC 5470 N. Twin City Highway Nederland, TX 77627 Re: Incremental Term Loan Commitments Ladies and Gentlemen: 1. Introduction. Reference is hereby made to that certain Term Loan Credit Agreement dated as of August 20, 2013 (as amended, restated, supplemented or modified

May 11, 2015 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 d924309d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: May 11, 2015 (Date of earliest event reported) OCI Partners LP (Exact name of registrant as specified in its charter) Delaware 001-36098 90-0936556 (State or other jurisdiction of incorpo

May 11, 2015 EX-99.1

OCI Partners LP Reports 2015 First Quarter Earnings

EX-99.1 Exhibit 99.1 OCI Partners LP Reports 2015 First Quarter Earnings Nederland, Texas, May 11, 2015 ? OCI Partners LP, a Delaware limited partnership (the ?Partnership?), announced its results for the three months ended March 31, 2015. The Partnership owns and operates an integrated methanol and ammonia production facility that is strategically located on the Texas Gulf Coast near Beaumont. Du

April 23, 2015 8-K

OCI Partners FORM 8-K (Current Report/Significant Event)

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: April 17, 2015 (Date of earliest event reported) OCI Partners LP (Exact name of registrant as specified in its charter) Delaware 001-36098 90-0936556 (State or other jurisdiction of incorporation) (Commission

April 23, 2015 EX-99.1

OCI Partners LP Announces Restart of its Ammonia and Methanol Production Lines

EX-99.1 Exhibit 99.1 OCI Partners LP Announces Restart of its Ammonia and Methanol Production Lines Nederland, Texas, April 23, 2015 ? OCI Partners LP, a Delaware limited partnership (?the Partnership?), announced today that it has restarted its ammonia and methanol production lines after completing a planned debottlenecking project. The upgrade is expected to increase the facility?s ammonia produ

April 23, 2015 SC 13D/A

OCIP / OCI Partners LP / OCI N.V. - SC 13D/A Activist Investment

SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* OCI Partners LP (Name of Issuer) Common Units representing Limited Partner Interests (Title of Class of Securities) 67091N108 (CUSIP Number) Kevin Struve Manager, OCIP Holding LLC c/o OCI USA Inc. (646) 589-6180 Copy to: Brett E. Braden, Esq. La

April 23, 2015 EX-10.1

CONTRIBUTION AGREEMENT BY AND AMONG OCI PARTNERS LP OCI USA INC. OCIP HOLDING LLC DATED APRIL 17, 2015 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND INTERPRETATION 2 Section 1.1 Definitions 2 Section 1.2 References and Rules of Construction 2 ARTI

EX-10.1 Exhibit 10.1 Execution Version CONTRIBUTION AGREEMENT BY AND AMONG OCI PARTNERS LP OCI USA INC. AND OCIP HOLDING LLC DATED APRIL 17, 2015 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND INTERPRETATION 2 Section 1.1 Definitions 2 Section 1.2 References and Rules of Construction 2 ARTICLE II CONTRIBUTION AT CLOSING AND USE OF PROCEEDS 2 Section 2.1 Contribution of Cash to OCIP 2 Section 2.2

March 16, 2015 EX-10.2

Amendment No. 4, dated as of March 12, 2015, among OCI Beaumont LLC, OCI USA Inc., OCI Partners LP and Bank of America, N.A., as administrative agent, to the Term Loan Credit Agreement dated as of August 20, 2013

EX-10.2 Exhibit 10.2 This AMENDMENT NO. 4, dated as of March 12, 2015 (this ?Amendment?), among OCI BEAUMONT LLC, a Texas limited liability company (the ?Borrower?), OCI USA INC., a Delaware corporation (?Holdings?), OCI PARTNERS LP, a Delaware limited partnership (the ?MLP?) and BANK OF AMERICA, N.A., as administrative agent (in such capacity, together with its successors, the ?Administrative Age

March 16, 2015 EX-10.1

Amendment No. 2, dated as of March 12, 2015, among OCI Beaumont LLC, OCI Partners LP and Bank of America, N.A., as administrative agent and a lender, to the Revolving Credit Agreement dated as of April 4, 2014

EX-10.1 Exhibit 10.1 This AMENDMENT NO. 2, dated as of March 12, 2015 (this ?Amendment?), among OCI BEAUMONT LLC, a Texas limited liability company (the ?Borrower?), OCI PARTNERS LP, a Delaware limited partnership (the ?MLP?), BANK OF AMERICA, N.A., as administrative agent (in such capacity, together with its successors, the ?Administrative Agent?), and BANK OF AMERICA, N.A., as a Lender, amends t

March 16, 2015 EX-99.1

OCI Partners LP Reports 2014 Fourth Quarter Earnings and Full Year Results and Quarterly Cash Distribution

EX-99.1 Exhibit 99.1 OCI Partners LP Reports 2014 Fourth Quarter Earnings and Full Year Results and Quarterly Cash Distribution Nederland, Texas, March 16, 2015 ? OCI Partners LP, a Delaware limited partnership (the ?Partnership?), announced its results for the three months ended December 31, 2014. The Partnership owns and operates an integrated methanol and ammonia production facility that is str

March 16, 2015 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 d887423d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: March 16, 2015 (Date of earliest event reported) OCI Partners LP (Exact name of registrant as specified in its charter) Delaware 001-36098 90-0936556 (State or other jurisdiction of incorporat

March 16, 2015 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 12, 2015 OCI Partners LP (Exact name of registrant as specified in its charter) Delaware 001-36098 90-0936556 (State or other jurisdiction of incorporation) (Commission File Num

November 20, 2014 SC 13D

OCIP / OCI Partners LP / OCI N.V. - SC 13D Activist Investment

SC 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* OCI Partners LP (Name of Issuer) Common Units representing Limited Partner Interests (Title of Class of Securities) 67091N108 (CUSIP Number) Kevin Struve Manager, OCIP Holding LLC c/o OCI USA Inc. (646) 589-6180 Copy to: Brett E. Braden, Esq. Latha

November 12, 2014 EX-99.1

OCI Partners LP Reports 2014 Third Quarter Earnings and Quarterly Cash Distribution

EX-99.1 Exhibit 99.1 OCI Partners LP Reports 2014 Third Quarter Earnings and Quarterly Cash Distribution Nederland, Texas, November 11, 2014 – OCI Partners LP, a Delaware limited partnership (the “Partnership”), announced its results for the three months ended September 30, 2014. The Partnership owns and operates a recently upgraded, integrated methanol and ammonia production facility that is stra

November 12, 2014 8-K

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: November 10, 2014 (Date of earliest event reported) OCI Partners LP (Exact name of registrant as specified in its charter) Delaware 001-36098 90-0936556 (State or other jurisdiction of incorporation) (Commission F

November 12, 2014 EX-10.1

CONTRIBUTION AGREEMENT BY AND AMONG OCI PARTNERS LP OCI USA INC. OCIP HOLDING LLC DATED NOVEMBER 10, 2014 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND INTERPRETATION 1 Section 1.1 Definitions 1 Section 1.2 References and Rules of Construction 1 A

EX-10.1 Exhibit 10.1 CONTRIBUTION AGREEMENT BY AND AMONG OCI PARTNERS LP OCI USA INC. AND OCIP HOLDING LLC DATED NOVEMBER 10, 2014 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND INTERPRETATION 1 Section 1.1 Definitions 1 Section 1.2 References and Rules of Construction 1 ARTICLE II CONTRIBUTION AT CLOSING AND USE OF PROCEEDS 2 Section 2.1 Contribution of Cash to OCIP 2 Section 2.2 Use of Proceed

August 12, 2014 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: August 12, 2014 (Date of earliest event reported) OCI Partners LP (Exact name of registrant as specified in its charter) Delaware 001-36098 90-0936556 (State or other jurisdiction of incorporation) (Commission Fil

August 12, 2014 EX-99.1

OCI Partners LP Reports 2014 Second Quarter Earnings and Quarterly Cash Distribution

EX-99.1 Exhibit 99.1 OCI Partners LP Reports 2014 Second Quarter Earnings and Quarterly Cash Distribution Nederland, Texas, August 12, 2014 – OCI Partners LP, a Delaware limited partnership (the “Partnership”), announced its results for the three months ended June 30, 2014. The Partnership owns and operates a recently upgraded, integrated methanol and ammonia production facility that is strategica

June 19, 2014 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

8-K 1 d744783d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: June 13, 2014 (Date of earliest event reported) OCI Partners LP (Exact name of registrant as specified in its charter) Delaware 001-36098 90-0936556 (State or other jurisdiction of incorporati

June 19, 2014 EX-10.2

Amendment No. 3, dated as of June 13, 2014, among OCI Beaumont LLC, OCI USA Inc., OCI Partners LP and Bank of America, N.A., as administrative agent, to the Term Loan Credit Agreement dated as of August 20, 2013

EX-10.2 Exhibit 10.2 This AMENDMENT NO. 3, dated as of June 13, 2014 (this “Amendment”), among OCI BEAUMONT LLC, a Texas limited liability company (the “Borrower”), OCI USA INC., a Delaware corporation (“Holdings”), OCI PARTNERS LP, a Delaware limited partnership (the “MLP”) and BANK OF AMERICA, N.A., as administrative agent (in such capacity, together with its successors, the “Administrative Agen

June 19, 2014 EX-10.1

Amendment No. 1, dated as of June 13, 2014, among OCI Beaumont LLC, OCI Partners LP and Bank of America, N.A., as administrative agent and a lender, to the Revolving Credit Agreement dated as of April 4, 2014

EX-10.1 Exhibit 10.1 This AMENDMENT NO. 1, dated as of June 13, 2014 (this “Amendment”), among OCI BEAUMONT LLC, a Texas limited liability company (the “Borrower”), OCI PARTNERS LP, a Delaware limited partnership (the “MLP”), BANK OF AMERICA, N.A., as administrative agent (in such capacity, together with its successors, the “Administrative Agent”) for the Lenders (as defined below), and BANK OF AM

May 14, 2014 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: May 13, 2014 (Date of earliest event reported) OCI Partners LP (Exact name of registrant as specified in its charter) Delaware 001-36098 90-0936556 (State or other jurisdiction of incorporation) (Commission File N

May 14, 2014 EX-99.2

OCI Partners LP Announces Amendment to First Quarter Distribution Record Date

EX-99.2 Exhibit 99.2 OCI Partners LP Announces Amendment to First Quarter Distribution Record Date Nederland, Texas, May 13, 2014 – OCI Partners LP, a Delaware limited partnership (the “Partnership”), announced today that based on the results of the three months ended March 31, 2014, the Board of Directors of the general partner of the Partnership has approved a cash distribution of $0.41 per Comm

May 14, 2014 EX-99.1

OCI Partners LP Announces 2014 First Quarter Results and Quarterly Cash

EX-99.1 Exhibit 99.1 OCI Partners LP Announces 2014 First Quarter Results and Quarterly Cash Distribution Nederland, Texas, May 13, 2014 – OCI Partners LP, a Delaware limited partnership (the “Partnership”), announced its results for the three months ended March 31, 2014. The Partnership owns and operates a recently upgraded, integrated methanol and ammonia production facility that is strategicall

April 9, 2014 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

8-K 1 d707981d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: April 4, 2014 (Date of earliest event reported) OCI Partners LP (Exact name of registrant as specified in its charter) Delaware 001-36098 90-0936556 (State or other jurisdiction of incorporati

April 9, 2014 EX-10.2

Amendment No. 2, dated as of April 4, 2014, to Term Loan Credit Agreement, dated as of August 20, 2013, among OCI Beaumont LLC, as borrower, OCI USA Inc., OCI Partners LP, various lenders and Bank of America, N.A., as administrative agent

EX-10.2 3 d707981dex102.htm EX-10.2 Exhibit 10.2 EXECUTION VERSION AMENDMENT NO. 2 AND WAIVER This AMENDMENT NO. 2 AND WAIVER, dated as of April 4, 2014 (this “Amendment”), among OCI BEAUMONT LLC, a Texas limited liability company (the “Borrower”), OCI USA INC., a Delaware corporation (“Holdings”), OCI PARTNERS LP, a Delaware limited partnership (the “MLP”), BANK OF AMERICA, N.A., as administrativ

April 9, 2014 EX-10.1

Revolving Credit Agreement, dated as of April 4, 2014, among OCI Beaumont LLC, OCI Partners LP and Bank of America, N.A., as administrative agent, lead arranger and bookrunner

EX-10.1 Exhibit 10.1 EXECUTION VERSION REVOLVING CREDIT AGREEMENT among OCI BEAUMONT LLC, as BORROWER, OCI PARTNERS LP, as the MLP and BANK OF AMERICA, N.A., as ADMINISTRATIVE AGENT Dated as of April 4, 2014 BANK OF AMERICA, N.A., as LEAD ARRANGER and BOOKRUNNER TABLE OF CONTENTS Page Section 1. Definitions and Accounting Terms 1 1.01 Defined Terms 1 1.02 Terms Generally 28 Section 2. Amount and T

March 26, 2014 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits

8-K 1 d698792d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: March 26, 2014 (Date of earliest event reported) OCI Partners LP (Exact name of registrant as specified in its charter) Delaware 001-36098 90-0936556 (State or other jurisdiction of incorporat

March 26, 2014 EX-3.1

Amendment No. 1, dated as of March 26, 2014, to the First Amended and Restated Agreement of Limited Partnership of OCI Partners LP, dated as of October 9, 2013

EX-3.1 Exhibit 3.1 AMENDMENT NO. 1 TO FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF OCI PARTNERS LP This Amendment No. 1, dated as of March 26, 2014 (this “Amendment”), to the First Amended and Restated Agreement of Limited Partnership, dated as of October 9, 2013 (the “Partnership Agreement”), of OCI Partners LP, a Delaware limited partnership (the “Partnership”), is entered into

March 21, 2014 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

8-K 1 d697922d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: March 17, 2014 (Date of earliest event reported) OCI Partners LP (Exact name of registrant as specified in its charter) Delaware 001-36098 90-0936556 (State or other jurisdiction of incorporat

March 19, 2014 EX-24.1

POWER OF ATTORNEY

EX-24.1 Exhibit 24.1 POWER OF ATTORNEY KNOW ALL BY THESE PRESENTS, that each of the undersigned officers and directors of OCI GP LLC, a Delaware limited liability company and general partner of OCI Partners LP, a Delaware limited partnership (the ?Registrant?), does hereby constitute and appoint Frank Bakker and Fady Kiama, and each of them, as his true and lawful attorney or attorneys-in-fact, wi

March 19, 2014 EX-99.1

OCI Partners LP Announces 2013 Fourth Quarter and Full Year Results and Initial Quarterly Cash Distribution

EX-99.1 2 d694348dex991.htm EX-99.1 Exhibit 99.1 OCI Partners LP Announces 2013 Fourth Quarter and Full Year Results and Initial Quarterly Cash Distribution Nederland, Texas, March 19, 2014 – OCI Partners LP, a Delaware limited partnership (the “Partnership”), announced its results for the three months and full year ended December 31, 2013. The Partnership owns and operates a recently upgraded, in

March 19, 2014 EX-21.1

SUBSIDIARIES OF OCI PARTNERS LP

EX-21.1 Exhibit 21.1 SUBSIDIARIES OF OCI PARTNERS LP OCI Beaumont LLC, a Delaware limited liability company

March 19, 2014 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 d694348d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: March 19, 2014 (Date of earliest event reported) OCI Partners LP (Exact name of registrant as specified in its charter) Delaware 001-36098 90-0936556 (State or other jurisdiction of incorporat

March 19, 2014 10-K

OCI Partners 10-K (Annual Report)

10-K 1 d654521d10k.htm 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2013 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Co

February 14, 2014 SC 13G

OCIP / OCI Partners LP / OCI N.V. - SC 13G Passive Investment

SC 13G 1 d677516dsc13g.htm SC 13G SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 OCI Partners LP (Name of Issuer) Common units representing limited partner interests (Title of Class of Securities) 67091N108 (CUSIP Number) December 31, 2013 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate

December 4, 2013 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: (Date of earliest event reported) November 27, 2013 OCI Partners LP (Exact name of registrant as specified in its charter) Delaware 001-36098 90-0936556 (State or other jurisdiction of incorporation) (Commission File

December 4, 2013 EX-10.2

Amendment No. 1, dated as of November 27, 2013, to Term Loan Credit Agreement, dated as of August 20, 2013, among OCI Beaumont LLC, as borrower, OCI USA Inc., OCI Partners LP, various lenders and Bank of America, N.A., as administrative agent

EX-10.2 Exhibit 10.2 EXECUTION VERSION AMENDMENT NO. 1, dated as of November 27, 2013 (this “Amendment”), among OCI USA INC., a Delaware corporation (“Holdings”), OCI BEAUMONT LLC, a Texas limited liability company (the “Borrower”), OCI PARTNERS LP, a Delaware limited partnership (the “MLP”), BANK OF AMERICA, N.A., as administrative agent for the Lenders and collateral agent for the Guaranteed Cre

December 4, 2013 EX-10.1

OCI USA Inc. 660 Madison Ave., 19th Floor New York, NY 10065 November 27, 2013

Exhibit 10.1 OCI USA Inc. 660 Madison Ave., 19th Floor New York, NY 10065 November 27, 2013 OCI Partners LP P.O. Box 1647 Nederland, TX 77627 Attn: Frank Bakker, President and Chief Executive Officer Dear Mr. Bakker: This letter agreement (this “Agreement”) sets forth the commitment of OCI USA Inc. (“OCI USA”), subject to the terms and conditions contained herein, to make an equity contribution to

December 4, 2013 EX-10.3

AMENDMENT NO. 1 TO INTERCOMPANY TERM FACILITY AGREEMENT

EX-10.3 Exhibit 10.3 AMENDMENT NO. 1 TO INTERCOMPANY TERM FACILITY AGREEMENT THIS AMENDMENT NO. 1 TO INTERCOMPANY TERM FACILITY AGREEMENT (this “Amendment”) dated as of November 27, 2013 is by and among OCI FERTILIZER INTERNATIONAL B.V., a private limited liability company organized under the laws of the Netherlands (together with its successors and assigns, the “Lender”) and OCI BEAUMONT LLC, a l

November 22, 2013 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: November 19, 2013 (Date of earliest event reported) OCI Partners LP (Exact name of registrant as specified in its charter) Delaware 001-36098 90-0936556 (State or other jurisdiction of incorporation) (Commission File

November 8, 2013 8-K

Unregistered Sales of Equity Securities

8-K 1 d624813d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: November 4, 2013 (Date of earliest event reported) OCI Partners LP (Exact name of registrant as specified in its charter) Delaware 001-36098 90-0936556 (State or other jurisdiction of inc

October 16, 2013 S-8

- FORM S-8

As filed with the Securities and Exchange Commission on October 16, 2013 Registration No.

October 15, 2013 EX-3.1

First Amended and Restated Agreement of Limited Partnership of OCI Partners LP, dated as of October 9, 2013

EX-3.1 2 d612499dex31.htm EX-3.1 Exhibit 3.1 EXECUTION VERSION FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF OCI PARTNERS LP A Delaware Limited Partnership Dated as of October 9, 2013 TABLE OF CONTENTS Page Article I DEFINITIONS 1 Section 1.1 Definitions 1 Section 1.2 Construction 14 Article II ORGANIZATION 14 Section 2.1 Formation 14 Section 2.2 Name 15 Section 2.3 Registered Off

October 15, 2013 EX-10.2

Omnibus Agreement, entered into and effective as of October 9, 2013, by and between OCI N.V., OCI USA Inc., OCI Partners LP, OCI GP LLC and OCI Beaumont LLC

EX-10.2 4 d612499dex102.htm EX-10.2 Exhibit 10.2 EXECUTION VERSION OMNIBUS AGREEMENT This Omnibus Agreement (“Agreement”) is entered into on, and effective as of, the Closing Date (as defined herein) by and between OCI N.V., a Netherlands public limited liability company (a Naamloze Vennootschap) (“OCI”), OCI USA Inc., a Delaware corporation (“OCI USA”), OCI Partners LP, a Delaware limited partner

October 15, 2013 EX-10.1

CONTRIBUTION, CONVEYANCE AND ASSUMPTION AGREEMENT

EX-10.1 Exhibit 10.1 EXECUTION VERSION CONTRIBUTION, CONVEYANCE AND ASSUMPTION AGREEMENT This CONTRIBUTION, CONVEYANCE AND ASSUMPTION AGREEMENT, dated as of October 9, 2013 (this “Agreement”), is by and among OCI Partners LP, a Delaware limited partnership (the “Partnership”), OCI GP LLC, a Delaware limited liability company and the general partner of the Partnership (the “General Partner”), OCI U

October 15, 2013 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Completion of Acquisition or Disposition of Assets

8-K 1 d612499d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: October 9, 2013 (Date of earliest event reported) OCI Partners LP (Exact name of registrant as specified in its charter) Delaware 001-36098 90-0936556 (State or other jurisdiction of inco

October 15, 2013 EX-10.3

OCI Partners LP 2013 Long-Term Incentive Plan

EX-10.3 Exhibit 10.3 OCI PARTNERS LP 2013 LONG-TERM INCENTIVE PLAN SECTION 1. Purpose of the Plan. This OCI Partners LP 2013 Long-Term Incentive Plan (the “Plan”) has been adopted by OCI GP, LLC, a Delaware limited liability company (the “Company”), the general partner of OCI Partners LP, a Delaware limited partnership (the “Partnership”). The Plan is intended to promote the interests of the Partn

October 7, 2013 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Financial Statements and Exhibits

8-K 1 d609365d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: October 3, 2013 (Date of earliest event reported) OCI Partners LP (Exact name of registrant as specified in its charter) Delaware 001-36098 90-0936556 (State or other jurisdiction of inco

October 7, 2013 EX-1.1

OCI Partners LP (a Delaware limited partnership) 17,500,000 Common Units Representing Limited Partner Interests UNDERWRITING AGREEMENT

Exhibit 1.1 Execution Version OCI Partners LP (a Delaware limited partnership) 17,500,000 Common Units Representing Limited Partner Interests UNDERWRITING AGREEMENT Dated: October 3, 2013 OCI Partners LP (a Delaware limited partnership) 17,500,000 Common Units Representing Limited Partner Interests UNDERWRITING AGREEMENT October 3, 2013 Merrill Lynch, Pierce, Fenner & Smith Incorporated Barclays C

October 7, 2013 424B4

17,500,000 Common Units Representing Limited Partner Interests OCI Partners LP

424B4 1 d548532d424b4.htm 424B4 Table of Contents Filed pursuant to Rule 424(b)(4) Registration No. 333-189350 PROSPECTUS 17,500,000 Common Units Representing Limited Partner Interests OCI Partners LP This is the initial public offering of common units representing limited partner interests of OCI Partners LP. We are offering 17,500,000 common units in this offering. Prior to this offering, there

October 4, 2013 FWP

OCI PARTNERS LP PRICING TERM SHEET

FWP 1 d548532dfwp.htm FREE WRITING PROSPECTUS Filed pursuant to Rule 433 Issuer Free Writing Prospectus dated October 3, 2013 Relating to Preliminary Prospectus dated September 23, 2013 Registration Statement No. 333-189350 OCI PARTNERS LP PRICING TERM SHEET This free writing prospectus relates to the common units representing limited partner interests of OCI Partners LP described in its Registrat

October 1, 2013 CORRESP

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CORRESP OCI PARTNERS LP P.O. Box 1647 Nederland, Texas 77627 (409) 723-1900 October 1, 2013 Via Edgar Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E., Washington, D.C. 20549 Attn: Pamela Long, Assistant Director Division of Corporation Finance Re: OCI Partners LP Registration Statement on Form S-1 File No. 333-189350 Ladies and Gentlemen: On behalf of OCI Part

October 1, 2013 CORRESP

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CORRESP 1 filename1.htm OCI PARTNERS LP P.O. Box 1647 Nederland, Texas 77627 (409) 723-1900 October 1, 2013 Via Edgar Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E., Washington, D.C. 20549 Attn: Pamela Long, Assistant Director Division of Corporation Finance Re: OCI Partners LP Registration Statement on Form S-1 File No. 333-189350 Ladies and Gentlemen: On be

September 27, 2013 CORRESP

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CORRESP September 27, 2013 Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.

September 27, 2013 CORRESP

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CORRESP September 27, 2013 Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.

September 27, 2013 8-A12B

- FORM 8-A12B

FORM 8-A12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OCI Partners LP (Exact name of registrant as specified in its charter) Delaware 90-0936556 (State of incorporation or organization) (I.R.S. Employer Identification No.) Mailing Addres

September 23, 2013 EX-1.1

OCI Partners LP (a Delaware limited partnership) [—] Common Units Representing Limited Partner Interests UNDERWRITING AGREEMENT

EX-1.1 Exhibit 1.1 OCI Partners LP (a Delaware limited partnership) [—] Common Units Representing Limited Partner Interests UNDERWRITING AGREEMENT Dated: [—], 2013 OCI Partners LP (a Delaware limited partnership) [—] Common Units Representing Limited Partner Interests UNDERWRITING AGREEMENT [—], 2013 Merrill Lynch, Pierce, Fenner & Smith Incorporated Barclays Capital Inc. Citigroup Global Markets

September 23, 2013 EX-23.7

Consent of Independent Registered Public Accounting Firm

EX-23.7 Exhibit 23.7 Consent of Independent Registered Public Accounting Firm The Partners OCI Partners LP: We consent to the use of our report dated September 23, 2013 with respect to the balance sheet of OCI Partners LP as of September 18, 2013, included herein and to the reference to our firm under the headings “Experts,” “Summary Historical and Pro Forma Financial and Operating Data,” and “Sel

September 23, 2013 EX-10.8

7 SIGNATURE PAGE

EX-10.8 Exhibit 10.8 THIS INTERCOMPANY TERM FACILITY AGREEMENT (this “Agreement”) is made effective September 15, 2013. BETWEEN: (1) OCI Fertilizer International B.V., a private limited liability company organized under the laws of the Netherlands, whose registered office is located at Herikerbergweg 238, CM 1101 Amsterdam Zuidoost, the Netherlands, and registered under number 34360795 (together w

September 23, 2013 S-1/A

- AMENDMENT NO. 4 TO FORM S-1

Amendment No. 4 to Form S-1 Table of Contents As filed with the Securities and Exchange Commission on September 23, 2013 Registration No. 333-189350 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 4 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 OCI Partners LP (Exact name of registrant as specified in its charter) Delaware 2800 90-0936556

September 20, 2013 CORRESP

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CORRESP 1 filename1.htm OCI Partners LP P.O. Box 1647 Nederland, Texas 77627 September 20, 2013 Via EDGAR and Fedex Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Pamela Long, Assistant Director Division of Corporation Finance Re: OCI Partners LP Supplemental Response to Registration Statement on Form S-1 Filed September 18,

September 18, 2013 CORRESP

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CORRESP OCI Partners LP P.O. Box 1647 Nederland, Texas 77627 September 18, 2013 Via EDGAR and Fedex Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Pamela Long, Assistant Director Division of Corporation Finance Re: OCI Partners LP Registration Statement on Form S-1 File No. 333-189350 Ladies and Gentlemen: Pursuant to discuss

September 9, 2013 EX-10.6

OCI PARTNERS LP 2013 LONG-TERM INCENTIVE PLAN

Exhibit 10.6 OCI PARTNERS LP 2013 LONG-TERM INCENTIVE PLAN SECTION 1. Purpose of the Plan. This OCI Partners LP 2013 Long-Term Incentive Plan (the “Plan”) has been adopted by OCI GP, LLC, a Delaware limited liability company (the “Company”), the general partner of OCI Partners LP, a Delaware limited partnership (the “Partnership”). The Plan is intended to promote the interests of the Partnership a

September 9, 2013 S-1/A

- S-1/A

S-1/A 1 d548532ds1a.htm S-1/A Table of Contents Index to Financial Statements As filed with the Securities and Exchange Commission on September 9, 2013 Registration No. 333-189350 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 3 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 OCI Partners LP (Exact name of registrant as specified in its ch

September 9, 2013 CORRESP

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CORRESP 1 filename1.htm OCI Partners LP P.O. Box 1647 Nederland, Texas 77627 September 9, 2013 Via EDGAR and FedEx Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attn: Pamela Long, Assistant Director Division of Corporation Finance Re: OCI Partners LP Amendment No. 2 to Registration Statement on Form S-1 File No. 333-189350 Filed August

September 9, 2013 EX-10.1

FORM OF CONTRIBUTION, CONVEYANCE AND ASSUMPTION AGREEMENT

EX-10.1 4 d548532dex101.htm EX-10.1 Exhibit 10.1 FORM OF CONTRIBUTION, CONVEYANCE AND ASSUMPTION AGREEMENT This CONTRIBUTION, CONVEYANCE AND ASSUMPTION AGREEMENT, dated as of [ ], 2013 (this “Agreement”), is by and among OCI Partners LP, a Delaware limited partnership (the “Partnership”), OCI GP LLC, a Delaware limited liability company and the general partner of the Partnership (the “General Part

September 9, 2013 EX-10.7

Term Loan Credit Agreement, dated as of August 20, 2013, among OCI Beaumont LLC, as borrower, OCI USA Inc., as guarantor, various lenders, Barclays Bank PLC, as syndication agent, Citibank, N.A., as documentation agent, and Bank of America, N.A., as administrative agent

EX-10.7 Exhibit 10.7 EXECUTION VERSION TERM LOAN CREDIT AGREEMENT among OCI BEAUMONT LLC, as BORROWER, OCI USA INC., as HOLDINGS, VARIOUS LENDERS BARCLAYS BANK PLC, as SYNDICATION AGENT CITIBANK, N.A., as DOCUMENTATION AGENT and BANK OF AMERICA, N.A., as ADMINISTRATIVE AGENT Dated as of August 20, 2013 BANK OF AMERICA, N.A., BARCLAYS BANK PLC, CITIGROUP GLOBAL MARKETS INC., and as JOINT LEAD ARRAN

September 9, 2013 EX-10.3

[Intercompany Revolving Facility Agreement]

EX-10.3 Exhibit 10.3 THIS INTERCOMPANY REVOLVING FACILITY AGREEMENT is made effective August 20, 2013 (the “Agreement”). BETWEEN: (1) OCI Fertilizer International B.V., a private limited liability company organized under the laws of the Netherlands, whose registered office is located at Herikerbergweg 238, CM 1101 Amsterdam Zuidoost, the Netherlands, and registered under number 34360795 (together

September 9, 2013 EX-10.5

OMNIBUS AGREEMENT

EX-10.5 Exhibit 10.5 OMNIBUS AGREEMENT This Omnibus Agreement (“Agreement”) is entered into on, and effective as of, the Closing Date (as defined herein) by and between OCI N.V., a Netherlands public limited liability company (a Naamloze Vennootschap) (“OCI”), OCI USA Inc., a Delaware corporation (“OCI USA”), OCI Partners LP, a Delaware limited partnership (the “Partnership”), OCI GP LLC, a Delawa

August 12, 2013 S-1/A

- FORM S-1/A

Form S-1/A Table of Contents Index to Financial Statements As filed with the Securities and Exchange Commission on August 9, 2013 Registration No.

August 9, 2013 CORRESP

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OCI Partners LP P.O. Box 1647 Nederland, Texas 77627 August 9, 2013 Via EDGAR and FedEx Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attn: Pamela Long, Assistant Director Division of Corporation Finance Re: OCI Partners LP Amendment No. 1 to Registration Statement on Form S-1 File No. 333-189350 Filed July 23, 2013 Ladies and Gentleme

July 23, 2013 EX-10.2

TERM LOAN CREDIT AGREEMENT OCI BEAUMONT LLC, as BORROWER, OCI USA INC., as HOLDINGS, VARIOUS LENDERS BARCLAYS BANK PLC, as SYNDICATION AGENT CITIBANK, N.A., as DOCUMENTATION AGENT BANK OF AMERICA, N.A., as ADMINISTRATIVE AGENT Dated as of May 21, 201

EX-10.2 Exhibit 10.2 EXECUTION VERSION Deal CUSIP Number: 67081YAA4 Term Loan B-1 CUSIP Number: 67081YAB2 Term Loan B-2 CUSIP Number: 67081YAC0 TERM LOAN CREDIT AGREEMENT among OCI BEAUMONT LLC, as BORROWER, OCI USA INC., as HOLDINGS, VARIOUS LENDERS BARCLAYS BANK PLC, as SYNDICATION AGENT CITIBANK, N.A., as DOCUMENTATION AGENT and BANK OF AMERICA, N.A., as ADMINISTRATIVE AGENT Dated as of May 21,

July 23, 2013 EX-10.4

Beaumont Fertilizer Plant Contract Agreement for Methanol and Ammonia Debottlenecking and Plant Turnaround, dated June 5, 2013, between OCI Beaumont LLC and Orascom E&C USA Inc.

EX-10.4 Exhibit 10.4 BEAUMONT FERTILIZER PLANT CONTRACT AGREEMENT FOR METHANOL AND AMMONIA DEBOTTLENECKING AND PLANT TURNAROUND BETWEEN OCI BEAUMONT LLC (OCIB) AND ORASCOM E&C USA INC. (OCI) GENERAL CONDITIONS BETWEEN OWNER AND CONSTRUCTOR (Cost Reimbursable) TABLE OF ARTICLES 1. AGREEMENT Page 2 2. GENERAL PROVISIONS Page 2 3. CONSTRUCTOR’S RESPONSIBILITIES Page 5 4. OWNER’S RESPONSIBILITIES Page

July 23, 2013 S-1/A

- FORM S-1/A

S-1/A 1 d548532ds1a.htm FORM S-1/A Table of Contents Index to Financial Statements As filed with the Securities and Exchange Commission on July 22, 2013 Registration No. 333-189350 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 OCI Partners LP (Exact name of registrant as specified in its c

July 22, 2013 CORRESP

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OCI Partners LP P.O. Box 1647 Nederland, Texas 77627 July 22, 2013 Via EDGAR and FedEx Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attn: Pamela Long, Assistant Director Division of Corporation Finance Re: OCI Partners LP Registration Statement on Form S-1 File No. 333-189350 Filed June 14, 2013 Ladies and Gentlemen: Set forth below a

June 14, 2013 EX-21.1

LIST OF SUBSIDIARIES

EX-21.1 Exhibit 21.1 LIST OF SUBSIDIARIES OCI Beaumont LLC, a Texas limited liability company

June 14, 2013 S-1

Registration Statement - FORM S-1

S-1 1 d548532ds1.htm FORM S-1 Table of Contents As filed with the Securities and Exchange Commission on June 14, 2013 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 OCI Partners LP (Exact name of registrant as specified in its charter) Delaware 2800 90-0936556 (State or other jurisdictio

June 14, 2013 EX-3.2

Certificate of Amendment to Certificate of Limited Partnership of OCI Partners LP

EX-3.2 3 d548532dex32.htm EX-3.2 Exhibit 3.2 CERTIFICATE OF AMENDMENT TO THE CERTIFICATE OF LIMITED PARTNERSHIP OF OCI LP The undersigned, desiring to amend the Certificate of Limited Partnership of OCI LP pursuant to the provisions of Section 17-202 of the Revised Uniform Limited Partnership Act of the State of Delaware, does hereby certify as follows: FIRST: The name of the Limited Partnership i

June 14, 2013 EX-3.1

Certificate of Limited Partnership of OCI Partners LP

EX-3.1 Exhibit 3.1 CERTIFICATE OF LIMITED PARTNERSHIP OF OCI LP This Certificate of Limited Partnership dated February 7, 2013, has been duly executed and is filed pursuant to the Delaware Revised Uniform Limited Partnership Act, 6 Delaware Code, Chapter 17 (the “Act”) to form a limited partnership (the “Company”) under the Act. 1. Name. The name of the Company is: OCI LP 2. Registered Office; Reg

June 14, 2013 EX-10.2

TERM LOAN CREDIT AGREEMENT OCI BEAUMONT LLC, as BORROWER, OCI USA INC., as HOLDINGS, VARIOUS LENDERS BARCLAYS BANK PLC, as SYNDICATION AGENT CITIBANK, N.A., as DOCUMENTATION AGENT BANK OF AMERICA, N.A., as ADMINISTRATIVE AGENT Dated as of May 21, 201

Exhibit 10.2 EXECUTION VERSION Deal CUSIP Number: 67081YAA4 Term Loan B-1 CUSIP Number: 67081YAB2 Term Loan B-2 CUSIP Number: 67081YAC0 TERM LOAN CREDIT AGREEMENT among OCI BEAUMONT LLC, as BORROWER, OCI USA INC., as HOLDINGS, VARIOUS LENDERS BARCLAYS BANK PLC, as SYNDICATION AGENT CITIBANK, N.A., as DOCUMENTATION AGENT and BANK OF AMERICA, N.A., as ADMINISTRATIVE AGENT Dated as of May 21, 2013 BA

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