4//SEC Filing
G.F.W. ENERGY IX, L.P. 4
Accession 0000899243-16-029390
CIK 0001599222other
Filed
Sep 19, 8:00 PM ET
Accepted
Sep 20, 3:07 PM ET
Size
22.2 KB
Accession
0000899243-16-029390
Insider Transaction Report
Form 4
MRD Holdco LLC
10% OwnerOther
Transactions
- Other
Common Stock, par value $0.01
2016-09-16−74,407,005→ 0 total(indirect: See footnotes)
Footnotes (3)
- [F1]Disposed of pursuant to the Agreement and Plan of Merger dated as of May 15, 2016 (the "Merger Agreement"), by and among Memorial Resource Development Corp. (the "Issuer"), Range Resources Corporation ("Range"), and Medina Merger Sub, Inc., a wholly owned subsidiary of Range. Upon the effective time of the merger on September 16, 2016, (i) each share of common stock of the Issuer outstanding immediately before the effective time, including MRD Holdco LLC's ("MRD Holdco") 74,407,005 shares of common stock, was automatically converted into the right to receive 0.375 of a share of Range common stock and (ii) the Issuer's name was changed to Range Resources - Louisiana, Inc.
- [F2]This form is jointly filed by MRD Holdco, Natural Gas Partners VIII, L.P. ("NGP VIII"), Natural Gas Partners IX, L.P. ("NGP IX"), NGP IX Offshore Holdings, L.P. ("NGP IX Offshore"), GFW VIII, L.L.C. ("GFW VIII"), G.F.W. Energy VIII, L.P. ("GFW Energy VIII"), GFW IX, L.L.C. ("GFW IX"), G.F.W. Energy IX, L.P. ("GFW Energy IX") and NGP Energy Capital Management, L.L.C. ("NGP ECM"). NGP VIII, NGP IX and NGP IX Offshore own a controlling interest in MRD Holdco. GFW VIII is the sole general partner of GFW Energy VIII, which is the general partner of NGP VIII, and GFW IX is the sole general partner of GFW Energy IX, which is the general partner of NGP IX and NGP IX Offshore. Accordingly, each of MRD Holdco, NGP VIII, NGP IX, NGP IX Offshore, GFW VIII, GFW Energy VIII, GFW IX and GFW Energy IX may be deemed to share voting and dispositive power over the reported securities, and as a result may also be deemed to be the beneficial owners of these securities.
- [F3]GFW VIII has delegated full power and authority to manage NGP VIII, and GFW IX has delegated full power and authority to manage NGP IX and NGP IX Offshore, respectively, to NGP ECM and, accordingly, NGP ECM may be deemed to share voting and dispositive power over these securities, and as result may be deemed to beneficially own these reported securities. MRD Holdco, NGP VIII, NGP IX, NGP IX Offshore, GFW VIII, GFW Energy VIII, GFW IX, GFW Energy IX and NGP ECM each disclaim beneficial ownership of the reported securities in excess of such entity's pecuniary interest in the securities. This report shall not be deemed an admission that the reporting persons are beneficial owners of the reported securities for purposes of Section 16 or for any other purpose.
Documents
Issuer
Range Resources - Louisiana, Inc.
CIK 0001599222
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001541519
Filing Metadata
- Form type
- 4
- Filed
- Sep 19, 8:00 PM ET
- Accepted
- Sep 20, 3:07 PM ET
- Size
- 22.2 KB