0001319244-19-000007 SC 13G/A 1 20190117 20190117 INTEGRATED ASSETS II LLC INTEGRATED ASSETS, LTD. INTEGRATED CORE STRATEGIES (US) LLC ISRAEL A. ENGLANDER MILLENNIUM GROUP MANAGEMENT LLC MILLENNIUM INTERNATIONAL MANAGEMENT LP MILLENNIUM MANAGEMENT LLC Spark Energy, Inc. 0001606268 4931 465453215 DE 1231 SC 13G/A 34 005-88272 19531275 12140 WICKCHESTER LANE SUITE 100 HOUSTON TX 77079 (713) 600-2600 12140 WICKCHESTER LANE SUITE 100 HOUSTON TX 77079 INTEGRATED CORE STRATEGIES (US) LLC 0001319244 202196675 DE 1231 SC 13G/A C/O MILLENNIUM MANAGEMENT LLC 666 FIFTH AVENUE, 8TH FLOOR NEW YORK NY 10103 (212) 841-4100 C/O MILLENNIUM MANAGEMENT LLC 666 FIFTH AVENUE, 8TH FLOOR NEW YORK NY 10103 Springview Group LLC 20050228 SC 13G/A 1 SPKE_SC13GA1_Jan_2019.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (AMENDMENT NO. 1) SPARK ENERGY, INC. (Name of Issuer) CLASS A COMMON STOCK, PAR VALUE $0.01 PER SHARE (Title of Class of Securities) 846511103 (CUSIP Number) DECEMBER 31, 2018 (Date of event which requires filing of this statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [ ] Rule 13d-1(b) [x] Rule 13d-1(c) [ ] Rule 13d-1(d) * The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the notes). -------------------------------------------------------------------------------- CUSIP No. 846511103 SCHEDULE 13G Page 2 of 15 NAMES OF REPORTING PERSONS 1 Integrated Core Strategies (US) LLC CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP 2 (a) [ ] (b) [x] 3 SEC USE ONLY CITIZENSHIP OR PLACE OF ORGANIZATION 4 Delaware SOLE VOTING POWER 5 NUMBER OF -0- SHARES SHARED VOTING POWER BENEFICIALLY 6 OWNED BY 533,061 EACH SOLE DISPOSITIVE POWER REPORTING 7 PERSON WITH -0- SHARED DISPOSITIVE POWER 8 533,061 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 9 533,061 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES 10 [ ] PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 11 4.0% TYPE OF REPORTING PERSON 12 OO -------------------------------------------------------------------------------- CUSIP No. 846511103 SCHEDULE 13G Page 3 of 15 NAMES OF REPORTING PERSONS 1 Integrated Assets II LLC CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP 2 (a) [ ] (b) [x] 3 SEC USE ONLY CITIZENSHIP OR PLACE OF ORGANIZATION 4 Delaware SOLE VOTING POWER 5 NUMBER OF -0- SHARES SHARED VOTING POWER BENEFICIALLY 6 OWNED BY 58,051 EACH SOLE DISPOSITIVE POWER REPORTING 7 PERSON WITH -0- SHARED DISPOSITIVE POWER 8 58,051 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 9 58,051 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES 10 [ ] PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 11 0.4% TYPE OF REPORTING PERSON 12 OO -------------------------------------------------------------------------------- CUSIP No. 846511103 SCHEDULE 13G Page 4 of 15 NAMES OF REPORTING PERSONS 1 Integrated Assets, Ltd. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP 2 (a) [ ] (b) [x] 3 SEC USE ONLY CITIZENSHIP OR PLACE OF ORGANIZATION 4 Cayman Islands SOLE VOTING POWER 5 NUMBER OF -0- SHARES SHARED VOTING POWER BENEFICIALLY 6 OWNED BY 1 EACH SOLE DISPOSITIVE POWER REPORTING 7 PERSON WITH -0- SHARED DISPOSITIVE POWER 8 1 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 9 1 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES 10 [ ] PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 11 0.0% TYPE OF REPORTING PERSON 12 CO -------------------------------------------------------------------------------- CUSIP No. 846511103 SCHEDULE 13G Page 5 of 15 NAMES OF REPORTING PERSONS 1 Millennium International Management LP CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP 2 (a) [ ] (b) [x] 3 SEC USE ONLY CITIZENSHIP OR PLACE OF ORGANIZATION 4 Delaware SOLE VOTING POWER 5 NUMBER OF -0- SHARES SHARED VOTING POWER BENEFICIALLY 6 OWNED BY 1 EACH SOLE DISPOSITIVE POWER REPORTING 7 PERSON WITH -0- SHARED DISPOSITIVE POWER 8 1 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 9 1 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES 10 [ ] PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 11 0.0% TYPE OF REPORTING PERSON 12 PN -------------------------------------------------------------------------------- CUSIP No. 846511103 SCHEDULE 13G Page 6 of 15 NAMES OF REPORTING PERSONS 1 Millennium Management LLC CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP 2 (a) [ ] (b) [x] 3 SEC USE ONLY CITIZENSHIP OR PLACE OF ORGANIZATION 4 Delaware SOLE VOTING POWER 5 NUMBER OF -0- SHARES SHARED VOTING POWER BENEFICIALLY 6 OWNED BY 591,113 EACH SOLE DISPOSITIVE POWER REPORTING 7 PERSON WITH -0- SHARED DISPOSITIVE POWER 8 591,113 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 9 591,113 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES 10 [ ] PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 11 4.4% TYPE OF REPORTING PERSON 12 OO -------------------------------------------------------------------------------- CUSIP No. 846511103 SCHEDULE 13G Page 7 of 15 NAMES OF REPORTING PERSONS 1 Millennium Group Management LLC CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP 2 (a) [ ] (b) [x] 3 SEC USE ONLY CITIZENSHIP OR PLACE OF ORGANIZATION 4 Delaware SOLE VOTING POWER 5 NUMBER OF -0- SHARES SHARED VOTING POWER BENEFICIALLY 6 OWNED BY 591,113 EACH SOLE DISPOSITIVE POWER REPORTING 7 PERSON WITH -0- SHARED DISPOSITIVE POWER 8 591,113 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 9 591,113 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES 10 [ ] PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 11 4.4% TYPE OF REPORTING PERSON 12 OO -------------------------------------------------------------------------------- CUSIP No. 846511103 SCHEDULE 13G Page 8 of 15 NAMES OF REPORTING PERSONS 1 Israel A. Englander CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP 2 (a) [ ] (b) [x] 3 SEC USE ONLY CITIZENSHIP OR PLACE OF ORGANIZATION 4 United States SOLE VOTING POWER 5 NUMBER OF -0- SHARES SHARED VOTING POWER BENEFICIALLY 6 OWNED BY 591,113 EACH SOLE DISPOSITIVE POWER REPORTING 7 PERSON WITH -0- SHARED DISPOSITIVE POWER 8 591,113 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 9 591,113 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES 10 [ ] PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 11 4.4% TYPE OF REPORTING PERSON 12 IN -------------------------------------------------------------------------------- CUSIP No. 846511103 SCHEDULE 13G Page 9 of 15 Item 1. (a) Name of Issuer: Spark Energy, Inc., a Delaware corporation (the "Issuer"). (b) Address of Issuer’s Principal Executive Offices: 12140 Wickchester Lane, Suite 100 Houston, Texas 77079 Item 2. (a) Name of Person Filing: (b) Address of Principal Business Office: (c) Citizenship: Integrated Core Strategies (US) LLC c/o Millennium Management LLC 666 Fifth Avenue New York, New York 10103 Citizenship: Delaware Integrated Assets II LLC c/o Millennium Management LLC 666 Fifth Avenue New York, New York 10103 Citizenship: Delaware Integrated Assets, Ltd. c/o Millennium International Management LP 666 Fifth Avenue New York, New York 10103 Citizenship: Cayman Islands Millennium International Management LP 666 Fifth Avenue New York, New York 10103 Citizenship: Delaware Millennium Management LLC 666 Fifth Avenue New York, New York 10103 Citizenship: Delaware Millennium Group Management LLC 666 Fifth Avenue New York, New York 10103 Citizenship: Delaware Israel A. Englander c/o Millennium Management LLC 666 Fifth Avenue New York, New York 10103 Citizenship: United States (d) Title of Class of Securities: Class A common stock, par value $0.01 per share ("Class A Common Stock") (e) CUSIP Number: 846511103 -------------------------------------------------------------------------------- CUSIP No. 846511103 SCHEDULE 13G Page 10 of 15 Item 3. If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b), check whether the person filing is a: (a) [ ] Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o); (b) [ ] Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c); (c) [ ] Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c); (d) [ ] Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8); (e) [ ] An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E); (f) [ ] An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F); -------------------------------------------------------------------------------- CUSIP No. 846511103 SCHEDULE 13G Page 11 of 15 (g) [ ] A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G); (h) [ ] A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); (i) [ ] A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3); (j) [ ] Group, in accordance with §240.13d-1(b)(1)(ii)(J). Item 4. Ownership Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1. (a) Amount Beneficially Owned: As of the close of business on January 16, 2019: i) Integrated Core Strategies (US) LLC, a Delaware limited liability company ("Integrated Core Strategies"), beneficially owned 533,061 shares of the Issuer’s Class A Common Stock; ii) Integrated Assets II LLC, a Delaware limited liability company ("Integrated Assets II"), beneficially owned 58,051 shares of the Issuer’s Class A Common Stock; and iii) Integrated Assets, Ltd., an exempted company organized under the laws of the Cayman Islands ("Integrated Assets"), beneficially owned 1 share of the Issuer’s Class A Common Stock, which collectively with the other foregoing reporting persons represented 591,113 shares of the Issuer’s Class A Common Stock or 4.4% of the Issuer’s Class A Common Stock outstanding. Millennium International Management LP, a Delaware limited partnership ("Millennium International Management"), is the investment manager to Integrated Assets and may be deemed to have shared voting control and investment discretion over securities owned by Integrated Assets. Millennium Management LLC, a Delaware limited liability company ("Millennium Management"), is the general partner of the managing member of Integrated Core Strategies and Integrated Assets II and may be deemed to have shared voting control and investment discretion over securities owned by Integrated Core Strategies and Integrated Assets II. Millennium Management is also the general partner of the 100% shareholder of Integrated Assets and may be deemed to have shared voting control and investment discretion over securities owned by Integrated Assets. Millennium Group Management LLC, a Delaware limited liability company ("Millennium Group Management"), is the managing member of Millennium Management and may also be deemed to have shared voting control and investment discretion over securities owned by Integrated Core Strategies and Integrated Assets II. Millennium Group Management is also the general partner of Millennium International Management and may be deemed to have shared voting control and investment discretion over securities owned by Integrated Assets Israel A. Englander, a United States citizen ("Mr. Englander"), controls the managing member of Millennium Group Management and may also be deemed to have shared voting control and investment discretion over securities owned by Integrated Core Strategies, Integrated Assets II and Integrated Assets. The foregoing should not be construed in and of itself as an admission by Millennium International Management, Millennium Management, Millennium Group Management or Mr. Englander as to beneficial ownership of the securities owned by Integrated Core Strategies, Integrated Assets II or Integrated Assets, as the case may be. (b) Percent of Class: As of the close of business on January 16, 2019, Millennium Management, Millennium Group Management and Mr. Englander may be deemed to have beneficially owned 591,113 shares of the Issuer’s Class A Common Stock or 4.4% of the Issuer’s Class A Common Stock outstanding (see Item 4(a) above), which percentage was calculated based on 13,393,712 shares of the Issuer’s Class A Common Stock outstanding as of October 31, 2018, as per the Issuer’s Form 10-Q dated November 2, 2018. -------------------------------------------------------------------------------- CUSIP No. 846511103 SCHEDULE 13G Page 12 of 15 (c) Number of shares as to which such person has: (i) Sole power to vote or to direct the vote -0- (ii) Shared power to vote or to direct the vote 591,113 (See Item 4(b)) (iii) Sole power to dispose or to direct the disposition of -0- (iv) Shared power to dispose or to direct the disposition of 591,113 (See Item 4(b)) Item 5. Ownership of Five Percent or Less of a Class If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following [x]. Item 6. Ownership of More than Five Percent on Behalf of Another Person. Not applicable. Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company. Not applicable. Item 8. Identification and Classification of Members of the Group See Exhibit I. Item 9. Notice of Dissolution of Group Not applicable. Item 10. Certification By signing below each of the undersigned certifies that, to the best of its knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. -------------------------------------------------------------------------------- CUSIP No. 846511103 SCHEDULE 13G Page 13 of 15 Exhibits: Exhibit I: Joint Filing Agreement, dated as of January 16, 2019, by and among Integrated Core Strategies (US) LLC, Integrated Assets II LLC, Integrated Assets, Ltd., Millennium International Management LP, Millennium Management LLC, Millennium Group Management LLC and Israel A. Englander. -------------------------------------------------------------------------------- CUSIP No. 846511103 SCHEDULE 13G Page 14 of 15 SIGNATURE After reasonable inquiry and to the best of its knowledge and belief, each of the undersigned certifies that the information with respect to it set forth in this statement is true, complete, and correct. Dated: January 16, 2019 INTEGRATED CORE STRATEGIES (US) LLC By: Integrated Holding Group LP, its Managing Member By: Millennium Management LLC, its General Partner By: /s/ Mark Meskin Name: Mark Meskin Title: Chief Trading Officer INTEGRATED ASSETS II LLC By: Integrated Holding Group LP, its Managing Member By: Millennium Management LLC, its General Partner By: /s/ Mark Meskin Name: Mark Meskin Title: Chief Trading Officer INTEGRATED ASSETS, LTD. By: Millennium International Management LP, its Investment Manager By: /s/ Mark Meskin Name: Mark Meskin Title: Chief Trading Officer MILLENNIUM INTERNATIONAL MANAGEMENT LP By: /s/Mark Meskin Name: Mark Meskin Title: Chief Trading Officer MILLENNIUM MANAGEMENT LLC By: /s/Mark Meskin Name: Mark Meskin Title: Chief Trading Officer MILLENNIUM GROUP MANAGEMENT LLC By: /s/Mark Meskin Name: Mark Meskin Title: Chief Trading Officer /s/ Israel A. Englander Israel A. Englander -------------------------------------------------------------------------------- CUSIP No. 846511103 SCHEDULE 13G Page 15 of 15 EXHIBIT I JOINT FILING AGREEMENT This will confirm the agreement by and among the undersigned that the Schedule 13G filed with the Securities and Exchange Commission on or about the date hereof with respect to the beneficial ownership by the undersigned of the Class A Common Stock, par value $0.01 per share, of Spark Energy, Inc., a Delaware corporation, will be filed on behalf of each of the persons and entities named below in accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended. This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. Dated: January 16, 2019 INTEGRATED CORE STRATEGIES (US) LLC By: Integrated Holding Group LP, its Managing Member By: Millennium Management LLC, its General Partner By: /s/ Mark Meskin Name: Mark Meskin Title: Chief Trading Officer INTEGRATED ASSETS II LLC By: Integrated Holding Group LP, its Managing Member By: Millennium Management LLC, its General Partner By: /s/ Mark Meskin Name: Mark Meskin Title: Chief Trading Officer INTEGRATED ASSETS, LTD. By: Millennium International Management LP, its Investment Manager By: /s/ Mark Meskin Name: Mark Meskin Title: Chief Trading Officer MILLENNIUM INTERNATIONAL MANAGEMENT LP By: /s/Mark Meskin Name: Mark Meskin Title: Chief Trading Officer MILLENNIUM MANAGEMENT LLC By: /s/Mark Meskin Name: Mark Meskin Title: Chief Trading Officer MILLENNIUM GROUP MANAGEMENT LLC By: /s/Mark Meskin Name: Mark Meskin Title: Chief Trading Officer /s/ Israel A. Englander Israel A. Englander