3//SEC Filing
Fifth Creek Energy Company, LLC 3
Accession 0000899243-18-007998
CIK 0001725526other
Filed
Mar 18, 8:00 PM ET
Accepted
Mar 19, 6:02 PM ET
Size
8.7 KB
Accession
0000899243-18-007998
Insider Transaction Report
Form 3
Fifth Creek Energy Company, LLC
10% OwnerOther
Holdings
- 100,000,000
Common Stock
Footnotes (5)
- [F1]This form is jointly filed by Fifth Creek Energy Company, LLC ("FCEC") and NGP Energy Capital Management, L.L.C. ("NGP ECM").
- [F2]Acquired pursuant to the Plan of Merger, dated as of December 4, 2017, by and among Bill Barrett Corporation, Fifth Creek Energy Operating Company, LLC, HighPoint Resources Corporation, f/k/a Red Rider Holdco, Inc. (the "Company"), Rio Merger Sub, LLC, Rider Merger Sub, Inc., and, for limited purposes set forth in the merger agreement, FCEC, and NGP Natural Resources XI, L.P. ("NGP"). Upon the closing of the merger on March 19, 2018, FCEC received 100,000,000 shares of Company common stock, representing approximately 48% of the shares expected to be outstanding upon closing.
- [F3]The reported securities are owned directly by FCEC and indirectly by NGP XI US Holdings L.P. ("NGP XI US Holdings"), which owns a majority of the capital interests in FCEC. As a result, NGP XI US Holdings may be deemed to indirectly beneficially own the shares held by FCEC. NGP XI Holdings GP, L.L.C. ("NGP XI Holdings GP") (the sole general partner of NGP XI US Holdings), NGP Natural Resources XI, L.P. ("NGP Natural Resources XI") (the sole member of NGP XI Holdings GP), G.F.W. Energy XI, L.P. ("GFW Energy XI") (the sole general partner of NGP Natural Resources XI) and GFW XI, L.L.C. ("GFW XI") (the sole general partner of GFW Energy XI) may each also be deemed to share voting and dispositive power over the reported shares and therefore may also be deemed to be the beneficial owner of these shares.
- [F4](Continued from footnote 3) GFW XI has delegated full power and authority to manage NGP XI US Holdings to NGP ECM and accordingly, NGP ECM may be deemed to share voting and dispositive power over these shares and therefore may also be deemed to be the beneficial owner of these shares. Each of FCEC, NGP XI Holdings GP, NGP Natural Resources XI, GFW Energy XI, GFW XI and NGP ECM disclaims beneficial ownership of the reported securities in excess of its pecuniary interest therein.
- [F5]On March 19, 2018, FCEC, NGP and the Company entered into the Stockholders' Agreement, pursuant to which, among other matters, the Company will grant FCEC certain director designation rights for so long as FCEC continues to own at least 10% of the Company's issued and outstanding common stock.
Documents
Issuer
HighPoint Resources Corp
CIK 0001725526
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001734414
Filing Metadata
- Form type
- 3
- Filed
- Mar 18, 8:00 PM ET
- Accepted
- Mar 19, 6:02 PM ET
- Size
- 8.7 KB