Reported relationships
Latest disclosed role at each company.
| Company | Last reported as | Report date | Published |
|---|---|---|---|
| LILIS ENERGY, INC.LLEX · Entity 147943 | Director · 10% owner | March 05, 2019 | March 06, 2019 |
| OneMain Holdings, Inc.OMF · Entity 3702 | See Footnote (1) | May 04, 2021 | May 06, 2021 |
| PARKER DRILLING CO /DE/PKD · Entity 150081 | 10% owner | February 06, 2020 | February 10, 2020 |
Disclosed balances
About these balances
Latest available filing per company, not a reconstructed current portfolio. Matching sequences show the last reported balance with all source rows expandable; grouping alone does not establish account ownership. Do not add unresolved positions together. Filings may omit unchanged positions, and amendments may correct only part of an older disclosure. Jointly reported shares are not necessarily this owner's personal holdings.
LILIS ENERGY, INC.
Report date March 05, 2019 · Filed March 06, 2019
Jointly reported with Varde Fund VI-A, L.P., VARDE INVESTMENT PARTNERS LP, Varde Investment Partners G.P., L.P., VARDE PARTNERS LP, VARDE PARTNERS INC
| Security / award | Ownership account | Disclosed shares / units | Disclosure context |
|---|---|---|---|
| Common StockSEC Table I · non-derivative | IndirectSee footnote | 47,594,401 |
Reported balance
After 2019-03-05 transaction · row 1
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 1 · 2019-03-05 · Other · Acquired 17,641,638 · Balance 47,594,401 F1: Pursuant to the Transaction Agreement, dated as of March 5, 2019 (the "Transaction Agreement"), by and among the Issuer and The Varde Fund XI (Master), L.P. ("Fund XI"), The Varde Fund XII (Master), L.P. ("Fund XII"), The Varde Skyway Mini-Master Fund, L.P. ("Mini-Master"), The Varde Skyway Fund, L.P. ("Varde Skyway Fund"), Varde Investment Partners, L.P. ("VIP"), Varde Investment Partners (Offshore) Master, L.P. ("VIPO") and the Varde Fund VI-A L.P. ("Fund VI-A" and, collectively with Fund XI, Fund XII, VIP, VIPO, and Fund VI-A, the "Varde Parties"), the Issuer issued to the Varde Parties, as consideration for the termination of the Credit Agreement, dated as of April 26, 2017, by and among the Issuer, the lenders from time to time party thereto, the guarantors from time to time party thereto, Varde Partners, Inc. as lead lender, and Wilmington Trust, National Association, as Administrative Agent for the existing lenders (the "Term Loan Credit Agreement"), including the F2: (Continued from Footnote 1) cancellation of the convertible debt securities issued thereunder (the "Convertible Debt"), and the satisfaction in full of all indebtedness, liabilities and other Obligations (as defined in the Term Loan Credit Agreement), together with accrued and unpaid interest thereon and the Make-Whole Amount (as defined in the Term Loan Credit Agreement), (i) 9,891,638 shares of the Issuer's Common Stock, (ii) 60,000 shares of the Issuer's Series E 8.25% Convertible Participating Preferred Stock (the "Series E Preferred Stock"), and (iii) 55,000 shares of the Issuer's Series F 9.00% Participating Preferred Stock (the "Series F Preferred Stock"). F3: Also pursuant to the Transaction Agreement, the Issuer issued to the Varde Parties 7,750,000 shares of Common Stock as consideration for the amendment and restatement of (i) the Certificate of Designation of Preferences, Rights and Limitations of Series C-1 9.75% Convertible Participating Preferred Stock and Series C-2 9.75% Convertible Participating Preferred Stock (the "Series C Certificate of Designation") and (ii) the Certificate of Designation of Preferences, Rights and Limitations of Series D 8.25% Convertible Participating Preferred Stock (the "Series D Certificate of Designation"). F17: Reflects securities held directly or indirectly by Fund XI, Fund XII, Skyway Fund, Mini-Master, Varde Skyway Fund, VIPO, Fund VI-A and VIP. The Varde Fund XI G.P., LLC ("Fund XI GP") is the general partner of Fund XI. The Varde Fund XII G.P., L.P. ("Fund XII GP") is the general partner of Fund XII, and The Varde Fund XII UGP, LLC ("Fund XII UGP") is the general partner of Fund XII GP. The Varde Skyway Fund G.P., LLC ("Skyway Fund GP") is the general partner of Mini-Master and Varde Skyway Fund. Varde Investment Partners G.P., LLC ("VIP GP") is the general partner of VIPO. VIP GP is the general partner of Fund VI-A. VIP GP is the general partner of Fund VIP. Varde Partners, L.P. ("Managing Member") is the managing member of each of Fund XI GP, Fund XII UGP, Skyway Fund GP and VIP GP. Varde Partners, Inc. ("General Partner") is the general partner of the Managing Member. Following the transaction described above, F18: (Continued from Footnote 17) George G. Hicks may be deemed to beneficially own all of the securities which may be acquired upon conversion of the Series E Preferred Stock because, as the chief executive officer of the General Partner, he may be deemed to have voting and/or dispositive power over such securities. Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. |
| Series C-1 9.75% Non-Convertible Participating PreferredSEC Table I · non-derivative | IndirectSee footnotes | 100,000 |
Reported balance
After 2019-03-05 transaction · row 2
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 2 · 2019-03-05 · Other · Acquired 100,000 · Balance 100,000 F3: Also pursuant to the Transaction Agreement, the Issuer issued to the Varde Parties 7,750,000 shares of Common Stock as consideration for the amendment and restatement of (i) the Certificate of Designation of Preferences, Rights and Limitations of Series C-1 9.75% Convertible Participating Preferred Stock and Series C-2 9.75% Convertible Participating Preferred Stock (the "Series C Certificate of Designation") and (ii) the Certificate of Designation of Preferences, Rights and Limitations of Series D 8.25% Convertible Participating Preferred Stock (the "Series D Certificate of Designation"). F17: Reflects securities held directly or indirectly by Fund XI, Fund XII, Skyway Fund, Mini-Master, Varde Skyway Fund, VIPO, Fund VI-A and VIP. The Varde Fund XI G.P., LLC ("Fund XI GP") is the general partner of Fund XI. The Varde Fund XII G.P., L.P. ("Fund XII GP") is the general partner of Fund XII, and The Varde Fund XII UGP, LLC ("Fund XII UGP") is the general partner of Fund XII GP. The Varde Skyway Fund G.P., LLC ("Skyway Fund GP") is the general partner of Mini-Master and Varde Skyway Fund. Varde Investment Partners G.P., LLC ("VIP GP") is the general partner of VIPO. VIP GP is the general partner of Fund VI-A. VIP GP is the general partner of Fund VIP. Varde Partners, L.P. ("Managing Member") is the managing member of each of Fund XI GP, Fund XII UGP, Skyway Fund GP and VIP GP. Varde Partners, Inc. ("General Partner") is the general partner of the Managing Member. Following the transaction described above, F18: (Continued from Footnote 17) George G. Hicks may be deemed to beneficially own all of the securities which may be acquired upon conversion of the Series E Preferred Stock because, as the chief executive officer of the General Partner, he may be deemed to have voting and/or dispositive power over such securities. Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. |
| Series C-2 9.75% Non-Convertible Participating PreferredSEC Table I · non-derivative | IndirectSee footnotes | 25,000 |
Reported balance
After 2019-03-05 transaction · row 3
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 3 · 2019-03-05 · Other · Acquired 25,000 · Balance 25,000 F3: Also pursuant to the Transaction Agreement, the Issuer issued to the Varde Parties 7,750,000 shares of Common Stock as consideration for the amendment and restatement of (i) the Certificate of Designation of Preferences, Rights and Limitations of Series C-1 9.75% Convertible Participating Preferred Stock and Series C-2 9.75% Convertible Participating Preferred Stock (the "Series C Certificate of Designation") and (ii) the Certificate of Designation of Preferences, Rights and Limitations of Series D 8.25% Convertible Participating Preferred Stock (the "Series D Certificate of Designation"). F17: Reflects securities held directly or indirectly by Fund XI, Fund XII, Skyway Fund, Mini-Master, Varde Skyway Fund, VIPO, Fund VI-A and VIP. The Varde Fund XI G.P., LLC ("Fund XI GP") is the general partner of Fund XI. The Varde Fund XII G.P., L.P. ("Fund XII GP") is the general partner of Fund XII, and The Varde Fund XII UGP, LLC ("Fund XII UGP") is the general partner of Fund XII GP. The Varde Skyway Fund G.P., LLC ("Skyway Fund GP") is the general partner of Mini-Master and Varde Skyway Fund. Varde Investment Partners G.P., LLC ("VIP GP") is the general partner of VIPO. VIP GP is the general partner of Fund VI-A. VIP GP is the general partner of Fund VIP. Varde Partners, L.P. ("Managing Member") is the managing member of each of Fund XI GP, Fund XII UGP, Skyway Fund GP and VIP GP. Varde Partners, Inc. ("General Partner") is the general partner of the Managing Member. Following the transaction described above, F18: (Continued from Footnote 17) George G. Hicks may be deemed to beneficially own all of the securities which may be acquired upon conversion of the Series E Preferred Stock because, as the chief executive officer of the General Partner, he may be deemed to have voting and/or dispositive power over such securities. Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. |
| Series D 8.25% Non-Convertible Participating Preferred StockSEC Table I · non-derivative | IndirectSee footnotes | 39,254 |
Reported balance
After 2019-03-05 transaction · row 4
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 4 · 2019-03-05 · Other · Acquired 39,254 · Balance 39,254 F3: Also pursuant to the Transaction Agreement, the Issuer issued to the Varde Parties 7,750,000 shares of Common Stock as consideration for the amendment and restatement of (i) the Certificate of Designation of Preferences, Rights and Limitations of Series C-1 9.75% Convertible Participating Preferred Stock and Series C-2 9.75% Convertible Participating Preferred Stock (the "Series C Certificate of Designation") and (ii) the Certificate of Designation of Preferences, Rights and Limitations of Series D 8.25% Convertible Participating Preferred Stock (the "Series D Certificate of Designation"). F17: Reflects securities held directly or indirectly by Fund XI, Fund XII, Skyway Fund, Mini-Master, Varde Skyway Fund, VIPO, Fund VI-A and VIP. The Varde Fund XI G.P., LLC ("Fund XI GP") is the general partner of Fund XI. The Varde Fund XII G.P., L.P. ("Fund XII GP") is the general partner of Fund XII, and The Varde Fund XII UGP, LLC ("Fund XII UGP") is the general partner of Fund XII GP. The Varde Skyway Fund G.P., LLC ("Skyway Fund GP") is the general partner of Mini-Master and Varde Skyway Fund. Varde Investment Partners G.P., LLC ("VIP GP") is the general partner of VIPO. VIP GP is the general partner of Fund VI-A. VIP GP is the general partner of Fund VIP. Varde Partners, L.P. ("Managing Member") is the managing member of each of Fund XI GP, Fund XII UGP, Skyway Fund GP and VIP GP. Varde Partners, Inc. ("General Partner") is the general partner of the Managing Member. Following the transaction described above, F18: (Continued from Footnote 17) George G. Hicks may be deemed to beneficially own all of the securities which may be acquired upon conversion of the Series E Preferred Stock because, as the chief executive officer of the General Partner, he may be deemed to have voting and/or dispositive power over such securities. Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. |
| Series F 9.00% Participating Preferred StockSEC Table I · non-derivative | IndirectSee footnote | 55,000 |
Reported balance
After 2019-03-05 transaction · row 5
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 5 · 2019-03-05 · Other · Acquired 55,000 · Balance 55,000 F1: Pursuant to the Transaction Agreement, dated as of March 5, 2019 (the "Transaction Agreement"), by and among the Issuer and The Varde Fund XI (Master), L.P. ("Fund XI"), The Varde Fund XII (Master), L.P. ("Fund XII"), The Varde Skyway Mini-Master Fund, L.P. ("Mini-Master"), The Varde Skyway Fund, L.P. ("Varde Skyway Fund"), Varde Investment Partners, L.P. ("VIP"), Varde Investment Partners (Offshore) Master, L.P. ("VIPO") and the Varde Fund VI-A L.P. ("Fund VI-A" and, collectively with Fund XI, Fund XII, VIP, VIPO, and Fund VI-A, the "Varde Parties"), the Issuer issued to the Varde Parties, as consideration for the termination of the Credit Agreement, dated as of April 26, 2017, by and among the Issuer, the lenders from time to time party thereto, the guarantors from time to time party thereto, Varde Partners, Inc. as lead lender, and Wilmington Trust, National Association, as Administrative Agent for the existing lenders (the "Term Loan Credit Agreement"), including the F2: (Continued from Footnote 1) cancellation of the convertible debt securities issued thereunder (the "Convertible Debt"), and the satisfaction in full of all indebtedness, liabilities and other Obligations (as defined in the Term Loan Credit Agreement), together with accrued and unpaid interest thereon and the Make-Whole Amount (as defined in the Term Loan Credit Agreement), (i) 9,891,638 shares of the Issuer's Common Stock, (ii) 60,000 shares of the Issuer's Series E 8.25% Convertible Participating Preferred Stock (the "Series E Preferred Stock"), and (iii) 55,000 shares of the Issuer's Series F 9.00% Participating Preferred Stock (the "Series F Preferred Stock"). F17: Reflects securities held directly or indirectly by Fund XI, Fund XII, Skyway Fund, Mini-Master, Varde Skyway Fund, VIPO, Fund VI-A and VIP. The Varde Fund XI G.P., LLC ("Fund XI GP") is the general partner of Fund XI. The Varde Fund XII G.P., L.P. ("Fund XII GP") is the general partner of Fund XII, and The Varde Fund XII UGP, LLC ("Fund XII UGP") is the general partner of Fund XII GP. The Varde Skyway Fund G.P., LLC ("Skyway Fund GP") is the general partner of Mini-Master and Varde Skyway Fund. Varde Investment Partners G.P., LLC ("VIP GP") is the general partner of VIPO. VIP GP is the general partner of Fund VI-A. VIP GP is the general partner of Fund VIP. Varde Partners, L.P. ("Managing Member") is the managing member of each of Fund XI GP, Fund XII UGP, Skyway Fund GP and VIP GP. Varde Partners, Inc. ("General Partner") is the general partner of the Managing Member. Following the transaction described above, F18: (Continued from Footnote 17) George G. Hicks may be deemed to beneficially own all of the securities which may be acquired upon conversion of the Series E Preferred Stock because, as the chief executive officer of the General Partner, he may be deemed to have voting and/or dispositive power over such securities. Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. |
| Series E 8.25% Convertible Participating Preferred StockSEC Table II · derivative / convertible security · Conversion / exercise price $2.50 | IndirectSee footnotes | 60,000 |
Reported balance
After 2019-03-05 transaction · row 6
Instrument identity requires review; Table II rows are not merged.
1 source rowRow 6 · 2019-03-05 · Other · Acquired 60,000 · Balance 60,000 F12: The Series E Preferred Stock is perpetual and has no expiration date. F4: The amount reported reflects the amount of shares of Common Stock issuable upon conversion of the Series E Preferred Stock. The Issuer has the right to redeem the Series E Preferred Stock, in whole or in part, at any time (subject to certain limitations on partial redemptions), at a price per share equal to (i) stated value of $1,000, subject to increase in connection with the payment of dividends (the "Series E Stated Value") then in effect multiplied by (a) 110% if redeemed on or prior to the first anniversary of March 5, 2019 (the "Original Issue Date"), (b) 105% if redeemed after the first anniversary of the Original Issue Date and on or prior to the second anniversary of the Original Issue Date or (c) 100% if redeemed after the second anniversary of the Original Issue Date, plus (ii) accrued and unpaid dividends thereon and any other amounts payable by the Issuer in respect thereof (the "Series E Optional Redemption Amount"). F5: (Continued from Footnote 4). Each share of Series E Preferred Stock is convertible at any time at the option of the holder into a number of shares of Common Stock equal to (i) the applicable Series E Optional Redemption Amount divided by (ii) a conversion price of $2.50, subject to adjustment (the "Series E Conversion Price"). Following the closing of the Transaction Agreement, the aggregate number of shares of Series E Preferred Stock became immediately convertible into 24,000,000 shares of Common Stock, based on an initial Series E Conversion Price of $2.50 and the initial Series E Optional Redemption Amount of 110% of the Series E Stated Value. F1: Pursuant to the Transaction Agreement, dated as of March 5, 2019 (the "Transaction Agreement"), by and among the Issuer and The Varde Fund XI (Master), L.P. ("Fund XI"), The Varde Fund XII (Master), L.P. ("Fund XII"), The Varde Skyway Mini-Master Fund, L.P. ("Mini-Master"), The Varde Skyway Fund, L.P. ("Varde Skyway Fund"), Varde Investment Partners, L.P. ("VIP"), Varde Investment Partners (Offshore) Master, L.P. ("VIPO") and the Varde Fund VI-A L.P. ("Fund VI-A" and, collectively with Fund XI, Fund XII, VIP, VIPO, and Fund VI-A, the "Varde Parties"), the Issuer issued to the Varde Parties, as consideration for the termination of the Credit Agreement, dated as of April 26, 2017, by and among the Issuer, the lenders from time to time party thereto, the guarantors from time to time party thereto, Varde Partners, Inc. as lead lender, and Wilmington Trust, National Association, as Administrative Agent for the existing lenders (the "Term Loan Credit Agreement"), including the F2: (Continued from Footnote 1) cancellation of the convertible debt securities issued thereunder (the "Convertible Debt"), and the satisfaction in full of all indebtedness, liabilities and other Obligations (as defined in the Term Loan Credit Agreement), together with accrued and unpaid interest thereon and the Make-Whole Amount (as defined in the Term Loan Credit Agreement), (i) 9,891,638 shares of the Issuer's Common Stock, (ii) 60,000 shares of the Issuer's Series E 8.25% Convertible Participating Preferred Stock (the "Series E Preferred Stock"), and (iii) 55,000 shares of the Issuer's Series F 9.00% Participating Preferred Stock (the "Series F Preferred Stock"). F17: Reflects securities held directly or indirectly by Fund XI, Fund XII, Skyway Fund, Mini-Master, Varde Skyway Fund, VIPO, Fund VI-A and VIP. The Varde Fund XI G.P., LLC ("Fund XI GP") is the general partner of Fund XI. The Varde Fund XII G.P., L.P. ("Fund XII GP") is the general partner of Fund XII, and The Varde Fund XII UGP, LLC ("Fund XII UGP") is the general partner of Fund XII GP. The Varde Skyway Fund G.P., LLC ("Skyway Fund GP") is the general partner of Mini-Master and Varde Skyway Fund. Varde Investment Partners G.P., LLC ("VIP GP") is the general partner of VIPO. VIP GP is the general partner of Fund VI-A. VIP GP is the general partner of Fund VIP. Varde Partners, L.P. ("Managing Member") is the managing member of each of Fund XI GP, Fund XII UGP, Skyway Fund GP and VIP GP. Varde Partners, Inc. ("General Partner") is the general partner of the Managing Member. Following the transaction described above, F18: (Continued from Footnote 17) George G. Hicks may be deemed to beneficially own all of the securities which may be acquired upon conversion of the Series E Preferred Stock because, as the chief executive officer of the General Partner, he may be deemed to have voting and/or dispositive power over such securities. Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. |
| Series C-1 9.75% Convertible Participating Preferred StockSEC Table II · derivative / convertible security · Conversion / exercise price $6.15 | IndirectSee footnotes | 0 |
Reported balance
After 2019-03-05 transaction · row 7
Instrument identity requires review; Table II rows are not merged.
1 source rowRow 7 · 2019-03-05 · Other · Disposed 100,000 · Balance 0 F13: The Series C-1 Preferred Stock is perpetual and has no expiration date. F6: Prior to the amendment and restatement of the Series C Certificate of Designation as described in Footnote 3 above, the Issuer had the right to redeem the Series C-1 Preferred Stock, in whole or in part, at any time (subject to certain limitations on partial redemptions), at a price per share equal to (i) stated value of $1,000, subject to increase in connection with the payment of dividends (the "Series C-1 Stated Value") then in effect multiplied by (a) 120% if redeemed during 2018, (b) 125% if redeemed during 2019, or (c) 130% if redeemed after 2019 plus (ii) accrued and unpaid dividends thereon and any other amounts payable by the Issuer in respect thereof (the "Series C-1 Optional Redemption Amount"). Prior to the amendment and restatement of the Series C Certificate of Designation, each share of Series C-1 Preferred Stock was convertible at any time at the option of the holder into a number of shares of Common Stock equal to F7: (Continued from Footnote 6) (i) the applicable Series C-1 Optional Redemption Amount divided by (ii) a conversion price of $6.15, subject to adjustment (the "Series C-1 Conversion Price"). The amount reported reflects the amount of shares of Common Stock issuable upon conversion of the Series C-1 Preferred Stock as of March 1, 2019, based on a Series C-1 Conversion Price of $6.15 and a Series C-1 Optional Redemption Amount of 125% of the Series C-1 Stated Value. F3: Also pursuant to the Transaction Agreement, the Issuer issued to the Varde Parties 7,750,000 shares of Common Stock as consideration for the amendment and restatement of (i) the Certificate of Designation of Preferences, Rights and Limitations of Series C-1 9.75% Convertible Participating Preferred Stock and Series C-2 9.75% Convertible Participating Preferred Stock (the "Series C Certificate of Designation") and (ii) the Certificate of Designation of Preferences, Rights and Limitations of Series D 8.25% Convertible Participating Preferred Stock (the "Series D Certificate of Designation"). F17: Reflects securities held directly or indirectly by Fund XI, Fund XII, Skyway Fund, Mini-Master, Varde Skyway Fund, VIPO, Fund VI-A and VIP. The Varde Fund XI G.P., LLC ("Fund XI GP") is the general partner of Fund XI. The Varde Fund XII G.P., L.P. ("Fund XII GP") is the general partner of Fund XII, and The Varde Fund XII UGP, LLC ("Fund XII UGP") is the general partner of Fund XII GP. The Varde Skyway Fund G.P., LLC ("Skyway Fund GP") is the general partner of Mini-Master and Varde Skyway Fund. Varde Investment Partners G.P., LLC ("VIP GP") is the general partner of VIPO. VIP GP is the general partner of Fund VI-A. VIP GP is the general partner of Fund VIP. Varde Partners, L.P. ("Managing Member") is the managing member of each of Fund XI GP, Fund XII UGP, Skyway Fund GP and VIP GP. Varde Partners, Inc. ("General Partner") is the general partner of the Managing Member. Following the transaction described above, F18: (Continued from Footnote 17) George G. Hicks may be deemed to beneficially own all of the securities which may be acquired upon conversion of the Series E Preferred Stock because, as the chief executive officer of the General Partner, he may be deemed to have voting and/or dispositive power over such securities. Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. |
| Series C-2 9.75% Convertible Participating Preferred StockSEC Table II · derivative / convertible security · Conversion / exercise price $6.15 | IndirectSee footnotes | 0 |
Reported balance
After 2019-03-05 transaction · row 8
Instrument identity requires review; Table II rows are not merged.
1 source rowRow 8 · 2019-03-05 · Other · Disposed 25,000 · Balance 0 F14: The Series C-2 Preferred Stock is perpetual and has no expiration date. F8: Prior to the amendment and restatement of the Series C Certificate of Designation as described in Footnote 3 above, the Issuer had the right to redeem the Series C-2 Preferred Stock, in whole or in part, at any time (subject to certain limitations on partial redemptions), at a price per share equal to (i) stated value of $1,000, subject to increase in connection with the payment of dividends (the "Series C-2 Stated Value") then in effect multiplied by (a) 120% if redeemed during 2018, (b) 125% if redeemed during 2019, or (c) 130% if redeemed after 2019 plus (ii) accrued and unpaid dividends thereon and any other amounts payable by the Issuer in respect thereof (the "Series C-2 Optional Redemption Amount"). Prior to the amendment and restatement of the Series C Certificate of Designation, each share of Series C-2 Preferred Stock was convertible at any time at the option of the holder into a number of shares of Common Stock equal to F9: (Continued from Footnote 8) (i) the applicable Series C-1 Optional Redemption Amount divided by (ii) a conversion price of $6.15, subject to adjustment (the "Series C-2 Conversion Price"). The amount reported reflects the amount of shares of Common Stock issuable upon conversion of the Series C-2 Preferred Stock as of March 1, 2019, based on a Series C-2 Conversion Price of $6.15 and a Series C-2 Optional Redemption Amount of 125% of the Series C-2 Stated Value. F3: Also pursuant to the Transaction Agreement, the Issuer issued to the Varde Parties 7,750,000 shares of Common Stock as consideration for the amendment and restatement of (i) the Certificate of Designation of Preferences, Rights and Limitations of Series C-1 9.75% Convertible Participating Preferred Stock and Series C-2 9.75% Convertible Participating Preferred Stock (the "Series C Certificate of Designation") and (ii) the Certificate of Designation of Preferences, Rights and Limitations of Series D 8.25% Convertible Participating Preferred Stock (the "Series D Certificate of Designation"). F17: Reflects securities held directly or indirectly by Fund XI, Fund XII, Skyway Fund, Mini-Master, Varde Skyway Fund, VIPO, Fund VI-A and VIP. The Varde Fund XI G.P., LLC ("Fund XI GP") is the general partner of Fund XI. The Varde Fund XII G.P., L.P. ("Fund XII GP") is the general partner of Fund XII, and The Varde Fund XII UGP, LLC ("Fund XII UGP") is the general partner of Fund XII GP. The Varde Skyway Fund G.P., LLC ("Skyway Fund GP") is the general partner of Mini-Master and Varde Skyway Fund. Varde Investment Partners G.P., LLC ("VIP GP") is the general partner of VIPO. VIP GP is the general partner of Fund VI-A. VIP GP is the general partner of Fund VIP. Varde Partners, L.P. ("Managing Member") is the managing member of each of Fund XI GP, Fund XII UGP, Skyway Fund GP and VIP GP. Varde Partners, Inc. ("General Partner") is the general partner of the Managing Member. Following the transaction described above, F18: (Continued from Footnote 17) George G. Hicks may be deemed to beneficially own all of the securities which may be acquired upon conversion of the Series E Preferred Stock because, as the chief executive officer of the General Partner, he may be deemed to have voting and/or dispositive power over such securities. Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. |
| Series D 8.25% Convertible Participating Preferred StockSEC Table II · derivative / convertible security · Conversion / exercise price $5.50 | IndirectSee footnotes | 0 |
Reported balance
After 2019-03-05 transaction · row 9
Instrument identity requires review; Table II rows are not merged.
1 source rowRow 9 · 2019-03-05 · Other · Disposed 39,254 · Balance 0 F15: The Series D Preferred Stock is perpetual and has no expiration date. F10: Prior to the amendment and restatement of the Series D Certificate of Designation as described in Footnote 3 above, the Issuer had the right to redeem the Series D Preferred Stock, in whole or in part, at any time (subject to certain limitations on partial redemptions), at a price per share equal to (i) stated value of $1,000, subject to increase in connection with the payment of dividends (the "Series D Stated Value") then in effect multiplied by 117.5%, plus (ii) accrued and unpaid dividends thereon and any other amounts payable by the Issuer in respect thereof (the "Series D Optional Redemption Amount"). Prior to the amendment and restatement of the Series D Certificate of Designation, each share of Series D Preferred Stock was convertible at any time at the option of the holder into a number of shares of Common Stock equal to F11: (Continued from Footnote 10) (i) the applicable Series D Optional Redemption Amount divided by (ii) a conversion price of $5.50, subject to adjustment (the "Series D Conversion Price"). The amount reported reflects the amount of shares of Common Stock issuable upon conversion of the Series D Preferred Stock as of March 1, 2019, based on a Series D Conversion Price of $5.50 and a Series D Optional Redemption Amount of 117.5% of the Series D Stated Value. F3: Also pursuant to the Transaction Agreement, the Issuer issued to the Varde Parties 7,750,000 shares of Common Stock as consideration for the amendment and restatement of (i) the Certificate of Designation of Preferences, Rights and Limitations of Series C-1 9.75% Convertible Participating Preferred Stock and Series C-2 9.75% Convertible Participating Preferred Stock (the "Series C Certificate of Designation") and (ii) the Certificate of Designation of Preferences, Rights and Limitations of Series D 8.25% Convertible Participating Preferred Stock (the "Series D Certificate of Designation"). F17: Reflects securities held directly or indirectly by Fund XI, Fund XII, Skyway Fund, Mini-Master, Varde Skyway Fund, VIPO, Fund VI-A and VIP. The Varde Fund XI G.P., LLC ("Fund XI GP") is the general partner of Fund XI. The Varde Fund XII G.P., L.P. ("Fund XII GP") is the general partner of Fund XII, and The Varde Fund XII UGP, LLC ("Fund XII UGP") is the general partner of Fund XII GP. The Varde Skyway Fund G.P., LLC ("Skyway Fund GP") is the general partner of Mini-Master and Varde Skyway Fund. Varde Investment Partners G.P., LLC ("VIP GP") is the general partner of VIPO. VIP GP is the general partner of Fund VI-A. VIP GP is the general partner of Fund VIP. Varde Partners, L.P. ("Managing Member") is the managing member of each of Fund XI GP, Fund XII UGP, Skyway Fund GP and VIP GP. Varde Partners, Inc. ("General Partner") is the general partner of the Managing Member. Following the transaction described above, F18: (Continued from Footnote 17) George G. Hicks may be deemed to beneficially own all of the securities which may be acquired upon conversion of the Series E Preferred Stock because, as the chief executive officer of the General Partner, he may be deemed to have voting and/or dispositive power over such securities. Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. |
| Convertible DebtSEC Table II · derivative / convertible security · Conversion / exercise price $5.50 · Expires 2021-04-26 | IndirectSee footnotes | 0 |
Reported balance
After 2019-03-05 transaction · row 10
Instrument identity requires review; Table II rows are not merged.
1 source rowRow 10 · 2019-03-05 · Other · Disposed Not disclosed · Balance 0 F16: The amount reported reflects the amount of shares of Common Stock issuable upon conversion of the Convertible Debt as of March 1, 2019. F1: Pursuant to the Transaction Agreement, dated as of March 5, 2019 (the "Transaction Agreement"), by and among the Issuer and The Varde Fund XI (Master), L.P. ("Fund XI"), The Varde Fund XII (Master), L.P. ("Fund XII"), The Varde Skyway Mini-Master Fund, L.P. ("Mini-Master"), The Varde Skyway Fund, L.P. ("Varde Skyway Fund"), Varde Investment Partners, L.P. ("VIP"), Varde Investment Partners (Offshore) Master, L.P. ("VIPO") and the Varde Fund VI-A L.P. ("Fund VI-A" and, collectively with Fund XI, Fund XII, VIP, VIPO, and Fund VI-A, the "Varde Parties"), the Issuer issued to the Varde Parties, as consideration for the termination of the Credit Agreement, dated as of April 26, 2017, by and among the Issuer, the lenders from time to time party thereto, the guarantors from time to time party thereto, Varde Partners, Inc. as lead lender, and Wilmington Trust, National Association, as Administrative Agent for the existing lenders (the "Term Loan Credit Agreement"), including the F2: (Continued from Footnote 1) cancellation of the convertible debt securities issued thereunder (the "Convertible Debt"), and the satisfaction in full of all indebtedness, liabilities and other Obligations (as defined in the Term Loan Credit Agreement), together with accrued and unpaid interest thereon and the Make-Whole Amount (as defined in the Term Loan Credit Agreement), (i) 9,891,638 shares of the Issuer's Common Stock, (ii) 60,000 shares of the Issuer's Series E 8.25% Convertible Participating Preferred Stock (the "Series E Preferred Stock"), and (iii) 55,000 shares of the Issuer's Series F 9.00% Participating Preferred Stock (the "Series F Preferred Stock"). F17: Reflects securities held directly or indirectly by Fund XI, Fund XII, Skyway Fund, Mini-Master, Varde Skyway Fund, VIPO, Fund VI-A and VIP. The Varde Fund XI G.P., LLC ("Fund XI GP") is the general partner of Fund XI. The Varde Fund XII G.P., L.P. ("Fund XII GP") is the general partner of Fund XII, and The Varde Fund XII UGP, LLC ("Fund XII UGP") is the general partner of Fund XII GP. The Varde Skyway Fund G.P., LLC ("Skyway Fund GP") is the general partner of Mini-Master and Varde Skyway Fund. Varde Investment Partners G.P., LLC ("VIP GP") is the general partner of VIPO. VIP GP is the general partner of Fund VI-A. VIP GP is the general partner of Fund VIP. Varde Partners, L.P. ("Managing Member") is the managing member of each of Fund XI GP, Fund XII UGP, Skyway Fund GP and VIP GP. Varde Partners, Inc. ("General Partner") is the general partner of the Managing Member. Following the transaction described above, F18: (Continued from Footnote 17) George G. Hicks may be deemed to beneficially own all of the securities which may be acquired upon conversion of the Series E Preferred Stock because, as the chief executive officer of the General Partner, he may be deemed to have voting and/or dispositive power over such securities. Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. |
Filing footnotes · ownership attribution and instrument terms
F1: Pursuant to the Transaction Agreement, dated as of March 5, 2019 (the "Transaction Agreement"), by and among the Issuer and The Varde Fund XI (Master), L.P. ("Fund XI"), The Varde Fund XII (Master), L.P. ("Fund XII"), The Varde Skyway Mini-Master Fund, L.P. ("Mini-Master"), The Varde Skyway Fund, L.P. ("Varde Skyway Fund"), Varde Investment Partners, L.P. ("VIP"), Varde Investment Partners (Offshore) Master, L.P. ("VIPO") and the Varde Fund VI-A L.P. ("Fund VI-A" and, collectively with Fund XI, Fund XII, VIP, VIPO, and Fund VI-A, the "Varde Parties"), the Issuer issued to the Varde Parties, as consideration for the termination of the Credit Agreement, dated as of April 26, 2017, by and among the Issuer, the lenders from time to time party thereto, the guarantors from time to time party thereto, Varde Partners, Inc. as lead lender, and Wilmington Trust, National Association, as Administrative Agent for the existing lenders (the "Term Loan Credit Agreement"), including the
F2: (Continued from Footnote 1) cancellation of the convertible debt securities issued thereunder (the "Convertible Debt"), and the satisfaction in full of all indebtedness, liabilities and other Obligations (as defined in the Term Loan Credit Agreement), together with accrued and unpaid interest thereon and the Make-Whole Amount (as defined in the Term Loan Credit Agreement), (i) 9,891,638 shares of the Issuer's Common Stock, (ii) 60,000 shares of the Issuer's Series E 8.25% Convertible Participating Preferred Stock (the "Series E Preferred Stock"), and (iii) 55,000 shares of the Issuer's Series F 9.00% Participating Preferred Stock (the "Series F Preferred Stock").
F3: Also pursuant to the Transaction Agreement, the Issuer issued to the Varde Parties 7,750,000 shares of Common Stock as consideration for the amendment and restatement of (i) the Certificate of Designation of Preferences, Rights and Limitations of Series C-1 9.75% Convertible Participating Preferred Stock and Series C-2 9.75% Convertible Participating Preferred Stock (the "Series C Certificate of Designation") and (ii) the Certificate of Designation of Preferences, Rights and Limitations of Series D 8.25% Convertible Participating Preferred Stock (the "Series D Certificate of Designation").
F4: The amount reported reflects the amount of shares of Common Stock issuable upon conversion of the Series E Preferred Stock. The Issuer has the right to redeem the Series E Preferred Stock, in whole or in part, at any time (subject to certain limitations on partial redemptions), at a price per share equal to (i) stated value of $1,000, subject to increase in connection with the payment of dividends (the "Series E Stated Value") then in effect multiplied by (a) 110% if redeemed on or prior to the first anniversary of March 5, 2019 (the "Original Issue Date"), (b) 105% if redeemed after the first anniversary of the Original Issue Date and on or prior to the second anniversary of the Original Issue Date or (c) 100% if redeemed after the second anniversary of the Original Issue Date, plus (ii) accrued and unpaid dividends thereon and any other amounts payable by the Issuer in respect thereof (the "Series E Optional Redemption Amount").
F5: (Continued from Footnote 4). Each share of Series E Preferred Stock is convertible at any time at the option of the holder into a number of shares of Common Stock equal to (i) the applicable Series E Optional Redemption Amount divided by (ii) a conversion price of $2.50, subject to adjustment (the "Series E Conversion Price"). Following the closing of the Transaction Agreement, the aggregate number of shares of Series E Preferred Stock became immediately convertible into 24,000,000 shares of Common Stock, based on an initial Series E Conversion Price of $2.50 and the initial Series E Optional Redemption Amount of 110% of the Series E Stated Value.
F6: Prior to the amendment and restatement of the Series C Certificate of Designation as described in Footnote 3 above, the Issuer had the right to redeem the Series C-1 Preferred Stock, in whole or in part, at any time (subject to certain limitations on partial redemptions), at a price per share equal to (i) stated value of $1,000, subject to increase in connection with the payment of dividends (the "Series C-1 Stated Value") then in effect multiplied by (a) 120% if redeemed during 2018, (b) 125% if redeemed during 2019, or (c) 130% if redeemed after 2019 plus (ii) accrued and unpaid dividends thereon and any other amounts payable by the Issuer in respect thereof (the "Series C-1 Optional Redemption Amount"). Prior to the amendment and restatement of the Series C Certificate of Designation, each share of Series C-1 Preferred Stock was convertible at any time at the option of the holder into a number of shares of Common Stock equal to
F7: (Continued from Footnote 6) (i) the applicable Series C-1 Optional Redemption Amount divided by (ii) a conversion price of $6.15, subject to adjustment (the "Series C-1 Conversion Price"). The amount reported reflects the amount of shares of Common Stock issuable upon conversion of the Series C-1 Preferred Stock as of March 1, 2019, based on a Series C-1 Conversion Price of $6.15 and a Series C-1 Optional Redemption Amount of 125% of the Series C-1 Stated Value.
F8: Prior to the amendment and restatement of the Series C Certificate of Designation as described in Footnote 3 above, the Issuer had the right to redeem the Series C-2 Preferred Stock, in whole or in part, at any time (subject to certain limitations on partial redemptions), at a price per share equal to (i) stated value of $1,000, subject to increase in connection with the payment of dividends (the "Series C-2 Stated Value") then in effect multiplied by (a) 120% if redeemed during 2018, (b) 125% if redeemed during 2019, or (c) 130% if redeemed after 2019 plus (ii) accrued and unpaid dividends thereon and any other amounts payable by the Issuer in respect thereof (the "Series C-2 Optional Redemption Amount"). Prior to the amendment and restatement of the Series C Certificate of Designation, each share of Series C-2 Preferred Stock was convertible at any time at the option of the holder into a number of shares of Common Stock equal to
F9: (Continued from Footnote 8) (i) the applicable Series C-1 Optional Redemption Amount divided by (ii) a conversion price of $6.15, subject to adjustment (the "Series C-2 Conversion Price"). The amount reported reflects the amount of shares of Common Stock issuable upon conversion of the Series C-2 Preferred Stock as of March 1, 2019, based on a Series C-2 Conversion Price of $6.15 and a Series C-2 Optional Redemption Amount of 125% of the Series C-2 Stated Value.
F10: Prior to the amendment and restatement of the Series D Certificate of Designation as described in Footnote 3 above, the Issuer had the right to redeem the Series D Preferred Stock, in whole or in part, at any time (subject to certain limitations on partial redemptions), at a price per share equal to (i) stated value of $1,000, subject to increase in connection with the payment of dividends (the "Series D Stated Value") then in effect multiplied by 117.5%, plus (ii) accrued and unpaid dividends thereon and any other amounts payable by the Issuer in respect thereof (the "Series D Optional Redemption Amount"). Prior to the amendment and restatement of the Series D Certificate of Designation, each share of Series D Preferred Stock was convertible at any time at the option of the holder into a number of shares of Common Stock equal to
F11: (Continued from Footnote 10) (i) the applicable Series D Optional Redemption Amount divided by (ii) a conversion price of $5.50, subject to adjustment (the "Series D Conversion Price"). The amount reported reflects the amount of shares of Common Stock issuable upon conversion of the Series D Preferred Stock as of March 1, 2019, based on a Series D Conversion Price of $5.50 and a Series D Optional Redemption Amount of 117.5% of the Series D Stated Value.
F12: The Series E Preferred Stock is perpetual and has no expiration date.
F13: The Series C-1 Preferred Stock is perpetual and has no expiration date.
F14: The Series C-2 Preferred Stock is perpetual and has no expiration date.
F15: The Series D Preferred Stock is perpetual and has no expiration date.
F16: The amount reported reflects the amount of shares of Common Stock issuable upon conversion of the Convertible Debt as of March 1, 2019.
F17: Reflects securities held directly or indirectly by Fund XI, Fund XII, Skyway Fund, Mini-Master, Varde Skyway Fund, VIPO, Fund VI-A and VIP. The Varde Fund XI G.P., LLC ("Fund XI GP") is the general partner of Fund XI. The Varde Fund XII G.P., L.P. ("Fund XII GP") is the general partner of Fund XII, and The Varde Fund XII UGP, LLC ("Fund XII UGP") is the general partner of Fund XII GP. The Varde Skyway Fund G.P., LLC ("Skyway Fund GP") is the general partner of Mini-Master and Varde Skyway Fund. Varde Investment Partners G.P., LLC ("VIP GP") is the general partner of VIPO. VIP GP is the general partner of Fund VI-A. VIP GP is the general partner of Fund VIP. Varde Partners, L.P. ("Managing Member") is the managing member of each of Fund XI GP, Fund XII UGP, Skyway Fund GP and VIP GP. Varde Partners, Inc. ("General Partner") is the general partner of the Managing Member. Following the transaction described above,
F18: (Continued from Footnote 17) George G. Hicks may be deemed to beneficially own all of the securities which may be acquired upon conversion of the Series E Preferred Stock because, as the chief executive officer of the General Partner, he may be deemed to have voting and/or dispositive power over such securities. Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.
OneMain Holdings, Inc.
Report date May 04, 2021 · Filed May 06, 2021
Jointly reported with Varde SFLT, L.P., Varde Fund XII G.P., L.P., Varde Fund XII UGP, LLC, Varde Credit Partners Master, L.P., Varde Credit Partners G.P., L.P., Varde Specialty Finance Fund G.P., L.P., Varde Specialty Finance Fund U.G.P., LLC, VARDE PARTNERS LP, VARDE PARTNERS INC
| Security / award | Ownership account | Disclosed shares / units | Disclosure context |
|---|---|---|---|
| Common StockSEC Table I · non-derivative | IndirectSee Footnote | 7,552,292 |
Reported balance
After 2021-05-04 transaction · row 1
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 1 · 2021-05-04 · Sale · Disposed 1,901,638 · Balance 7,552,292 F1: The shares of common stock, par value $0.01, of OneMain Holdings, Inc. (the "Issuer") reported as beneficially owned are held of record by OMH Holdings, L.P. ("Holdings") or its subsidiaries. Each Reporting Person may be deemed an indirect beneficial holder of shares of common stock of the Issuer. Each Reporting Person disclaims beneficial ownership of any shares of the Issuer's common stock owned of record by Holdings or its subsidiaries, in each case, except to the extent of any pecuniary interest therein, and this report shall not be deemed an admission that any such entity is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. |
Filing footnotes · ownership attribution and instrument terms
F1: The shares of common stock, par value $0.01, of OneMain Holdings, Inc. (the "Issuer") reported as beneficially owned are held of record by OMH Holdings, L.P. ("Holdings") or its subsidiaries. Each Reporting Person may be deemed an indirect beneficial holder of shares of common stock of the Issuer. Each Reporting Person disclaims beneficial ownership of any shares of the Issuer's common stock owned of record by Holdings or its subsidiaries, in each case, except to the extent of any pecuniary interest therein, and this report shall not be deemed an admission that any such entity is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
PARKER DRILLING CO /DE/
Report date February 06, 2020 · Filed February 10, 2020
Jointly reported with Varde Investment Partners (Offshore) Master, L.P., VARDE INVESTMENT PARTNERS LP, Varde Investment Partners G.P., L.P., Varde Credit Partners Master, L.P., Varde Credit Partners G.P., L.P., VARDE PARTNERS LP, VARDE PARTNERS INC
| Security / award | Ownership account | Disclosed shares / units | Disclosure context |
|---|---|---|---|
| Common StockSEC Table I · non-derivative | IndirectSee Footnotes | 1,287,183 |
Reported balance
After 2020-02-06 transaction · row 1
Holding and transaction disclosures are not merged.
1 source rowRow 1 · 2020-02-06 · Purchase · Acquired 3,516 · Balance 1,287,183 F1: Shares of common stock of Parker Drilling Company (the "Issuer") held directly by Varde Investment Partners (Offshore) Master, L.P. ("VIP Offshore"). F5: The Varde Skyway Fund G.P., L.P. ("Skyway Fund GP") is the general partner of Master Skyway Fund. The Varde Skyway Fund UGP, LLC ("Skyway Fund UGP") is the general partner of Skyway Fund GP. Varde Investment Partners G.P., L.P. ("VIP GP") is the general partner of VIP Offshore and VIP. Varde Investment Partners UGP, LLC ("VIP UGP") is the general partner of VIP GP. Varde Credit Partners G.P., L.P. ("VCPM GP") is the general partner of VCPM. Varde Credit Partners UGP, LLC ("VCPM UGP") is the general partner of VCPM GP. Varde Partners, L.P. ("Managing Member") is the managing member of Skyway Fund UGP, VIP UGP and VCPM UGP. Varde Partners, Inc. ("General Partner") is the general partner of the Managing Member. George G. Hicks is the Chief Executive Officer of the General Partner. F6: (Continued from Footnote 5) Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. |
| Common StockSEC Table I · non-derivative | IndirectSee Footnotes | 1,631,998 |
Reported balance
After 2020-02-06 transaction · row 2
Holding and transaction disclosures are not merged.
1 source rowRow 2 · 2020-02-06 · Purchase · Acquired 4,499 · Balance 1,631,998 F2: Shares of common stock of the Issuer held directly by Varde Investment Partners, L.P. ("VIP"). F5: The Varde Skyway Fund G.P., L.P. ("Skyway Fund GP") is the general partner of Master Skyway Fund. The Varde Skyway Fund UGP, LLC ("Skyway Fund UGP") is the general partner of Skyway Fund GP. Varde Investment Partners G.P., L.P. ("VIP GP") is the general partner of VIP Offshore and VIP. Varde Investment Partners UGP, LLC ("VIP UGP") is the general partner of VIP GP. Varde Credit Partners G.P., L.P. ("VCPM GP") is the general partner of VCPM. Varde Credit Partners UGP, LLC ("VCPM UGP") is the general partner of VCPM GP. Varde Partners, L.P. ("Managing Member") is the managing member of Skyway Fund UGP, VIP UGP and VCPM UGP. Varde Partners, Inc. ("General Partner") is the general partner of the Managing Member. George G. Hicks is the Chief Executive Officer of the General Partner. F6: (Continued from Footnote 5) Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. |
| Common StockSEC Table I · non-derivative | IndirectSee Footnotes | 1,751,271 |
Reported balance
After 2020-02-06 transaction · row 3
Holding and transaction disclosures are not merged.
1 source rowRow 3 · 2020-02-06 · Purchase · Acquired 4,574 · Balance 1,751,271 F3: Shares of common stock of the Issuer held directly by Varde Credit Partners Master, L.P. ("VCPM"). F5: The Varde Skyway Fund G.P., L.P. ("Skyway Fund GP") is the general partner of Master Skyway Fund. The Varde Skyway Fund UGP, LLC ("Skyway Fund UGP") is the general partner of Skyway Fund GP. Varde Investment Partners G.P., L.P. ("VIP GP") is the general partner of VIP Offshore and VIP. Varde Investment Partners UGP, LLC ("VIP UGP") is the general partner of VIP GP. Varde Credit Partners G.P., L.P. ("VCPM GP") is the general partner of VCPM. Varde Credit Partners UGP, LLC ("VCPM UGP") is the general partner of VCPM GP. Varde Partners, L.P. ("Managing Member") is the managing member of Skyway Fund UGP, VIP UGP and VCPM UGP. Varde Partners, Inc. ("General Partner") is the general partner of the Managing Member. George G. Hicks is the Chief Executive Officer of the General Partner. F6: (Continued from Footnote 5) Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. |
| Common StockSEC Table I · non-derivative | IndirectSee Footnotes | 1,505,570 |
Reported balance
After 2020-02-07 transaction · row 4
Holding and transaction disclosures are not merged.
1 source rowRow 4 · 2020-02-07 · Purchase · Acquired 218,387 · Balance 1,505,570 F1: Shares of common stock of Parker Drilling Company (the "Issuer") held directly by Varde Investment Partners (Offshore) Master, L.P. ("VIP Offshore"). F5: The Varde Skyway Fund G.P., L.P. ("Skyway Fund GP") is the general partner of Master Skyway Fund. The Varde Skyway Fund UGP, LLC ("Skyway Fund UGP") is the general partner of Skyway Fund GP. Varde Investment Partners G.P., L.P. ("VIP GP") is the general partner of VIP Offshore and VIP. Varde Investment Partners UGP, LLC ("VIP UGP") is the general partner of VIP GP. Varde Credit Partners G.P., L.P. ("VCPM GP") is the general partner of VCPM. Varde Credit Partners UGP, LLC ("VCPM UGP") is the general partner of VCPM GP. Varde Partners, L.P. ("Managing Member") is the managing member of Skyway Fund UGP, VIP UGP and VCPM UGP. Varde Partners, Inc. ("General Partner") is the general partner of the Managing Member. George G. Hicks is the Chief Executive Officer of the General Partner. F6: (Continued from Footnote 5) Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. |
| Common StockSEC Table I · non-derivative | IndirectSee Footnotes | 1,911,457 |
Reported balance
After 2020-02-07 transaction · row 5
Holding and transaction disclosures are not merged.
1 source rowRow 5 · 2020-02-07 · Purchase · Acquired 279,459 · Balance 1,911,457 F2: Shares of common stock of the Issuer held directly by Varde Investment Partners, L.P. ("VIP"). F5: The Varde Skyway Fund G.P., L.P. ("Skyway Fund GP") is the general partner of Master Skyway Fund. The Varde Skyway Fund UGP, LLC ("Skyway Fund UGP") is the general partner of Skyway Fund GP. Varde Investment Partners G.P., L.P. ("VIP GP") is the general partner of VIP Offshore and VIP. Varde Investment Partners UGP, LLC ("VIP UGP") is the general partner of VIP GP. Varde Credit Partners G.P., L.P. ("VCPM GP") is the general partner of VCPM. Varde Credit Partners UGP, LLC ("VCPM UGP") is the general partner of VCPM GP. Varde Partners, L.P. ("Managing Member") is the managing member of Skyway Fund UGP, VIP UGP and VCPM UGP. Varde Partners, Inc. ("General Partner") is the general partner of the Managing Member. George G. Hicks is the Chief Executive Officer of the General Partner. F6: (Continued from Footnote 5) Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. |
| Common StockSEC Table I · non-derivative | IndirectSee Footnotes | 2,035,386 |
Reported balance
After 2020-02-07 transaction · row 6
Holding and transaction disclosures are not merged.
1 source rowRow 6 · 2020-02-07 · Purchase · Acquired 284,115 · Balance 2,035,386 F3: Shares of common stock of the Issuer held directly by Varde Credit Partners Master, L.P. ("VCPM"). F5: The Varde Skyway Fund G.P., L.P. ("Skyway Fund GP") is the general partner of Master Skyway Fund. The Varde Skyway Fund UGP, LLC ("Skyway Fund UGP") is the general partner of Skyway Fund GP. Varde Investment Partners G.P., L.P. ("VIP GP") is the general partner of VIP Offshore and VIP. Varde Investment Partners UGP, LLC ("VIP UGP") is the general partner of VIP GP. Varde Credit Partners G.P., L.P. ("VCPM GP") is the general partner of VCPM. Varde Credit Partners UGP, LLC ("VCPM UGP") is the general partner of VCPM GP. Varde Partners, L.P. ("Managing Member") is the managing member of Skyway Fund UGP, VIP UGP and VCPM UGP. Varde Partners, Inc. ("General Partner") is the general partner of the Managing Member. George G. Hicks is the Chief Executive Officer of the General Partner. F6: (Continued from Footnote 5) Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. |
| Common StockSEC Table I · non-derivative | IndirectSee Footnotes | 1,233,731 |
Reported balance
Holding disclosure · report date 2020-02-06 · row 7
Holding and transaction disclosures are not merged.
1 source rowRow 7 · Balance 1,233,731 F4: Shares of common stock of the Issuer held directly by Varde Skyway Master Fund, L.P. ("Master Skyway Fund"). F5: The Varde Skyway Fund G.P., L.P. ("Skyway Fund GP") is the general partner of Master Skyway Fund. The Varde Skyway Fund UGP, LLC ("Skyway Fund UGP") is the general partner of Skyway Fund GP. Varde Investment Partners G.P., L.P. ("VIP GP") is the general partner of VIP Offshore and VIP. Varde Investment Partners UGP, LLC ("VIP UGP") is the general partner of VIP GP. Varde Credit Partners G.P., L.P. ("VCPM GP") is the general partner of VCPM. Varde Credit Partners UGP, LLC ("VCPM UGP") is the general partner of VCPM GP. Varde Partners, L.P. ("Managing Member") is the managing member of Skyway Fund UGP, VIP UGP and VCPM UGP. Varde Partners, Inc. ("General Partner") is the general partner of the Managing Member. George G. Hicks is the Chief Executive Officer of the General Partner. F6: (Continued from Footnote 5) Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. |
Filing footnotes · ownership attribution and instrument terms
F1: Shares of common stock of Parker Drilling Company (the "Issuer") held directly by Varde Investment Partners (Offshore) Master, L.P. ("VIP Offshore").
F2: Shares of common stock of the Issuer held directly by Varde Investment Partners, L.P. ("VIP").
F3: Shares of common stock of the Issuer held directly by Varde Credit Partners Master, L.P. ("VCPM").
F4: Shares of common stock of the Issuer held directly by Varde Skyway Master Fund, L.P. ("Master Skyway Fund").
F5: The Varde Skyway Fund G.P., L.P. ("Skyway Fund GP") is the general partner of Master Skyway Fund. The Varde Skyway Fund UGP, LLC ("Skyway Fund UGP") is the general partner of Skyway Fund GP. Varde Investment Partners G.P., L.P. ("VIP GP") is the general partner of VIP Offshore and VIP. Varde Investment Partners UGP, LLC ("VIP UGP") is the general partner of VIP GP. Varde Credit Partners G.P., L.P. ("VCPM GP") is the general partner of VCPM. Varde Credit Partners UGP, LLC ("VCPM UGP") is the general partner of VCPM GP. Varde Partners, L.P. ("Managing Member") is the managing member of Skyway Fund UGP, VIP UGP and VCPM UGP. Varde Partners, Inc. ("General Partner") is the general partner of the Managing Member. George G. Hicks is the Chief Executive Officer of the General Partner.
F6: (Continued from Footnote 5) Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.
Transaction history
JSON APIPurchases/sales include open-market and private transactions. Plan disclosure applies to the filing; individual rows may differ. “Not disclosed” is not “unplanned.”
The cutoff filters transaction history only. Company summaries and owner relationships show the latest available disclosures. Parser corrections can improve historical records.
| Transaction date | Company | Activity / security | Shares / units | Reported price | Reported value | Details |
|---|---|---|---|---|---|---|
| May 04, 2021 Filed May 6, 2021 21:20 UTC | OneMain Holdings, Inc. OMF · Entity 3702 | SaleCommon Stock | 1,901,638 | $51.76 | $98,431,255.01 |
DisclosureSEC source: 0000899243-21-018535 · doc4.xml · nonDerivative · entry 1 Hicks George G · CIK 0001706059 · See Footnote (1) Varde SFLT, L.P. · CIK 0001744510 · See Footnote (1) Varde Fund XII G.P., L.P. · CIK 0001704881 · See Footnote (1) Varde Fund XII UGP, LLC · CIK 0001704967 · See Footnote (1) Varde Credit Partners Master, L.P. · CIK 0001744511 · See Footnote (1) Varde Credit Partners G.P., L.P. · CIK 0001744512 · See Footnote (1) Varde Specialty Finance Fund G.P., L.P. · CIK 0001744513 · See Footnote (1) Varde Specialty Finance Fund U.G.P., LLC · CIK 0001745095 · See Footnote (1) VARDE PARTNERS LP · CIK 0001138267 · See Footnote (1) VARDE PARTNERS INC · CIK 0001054846 · See Footnote (1) Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See Footnote Disclosed balance after: 7,552,292 F1 · ownership.nature: The shares of common stock, par value $0.01, of OneMain Holdings, Inc. (the "Issuer") reported as beneficially owned are held of record by OMH Holdings, L.P. ("Holdings") or its subsidiaries. Each Reporting Person may be deemed an indirect beneficial holder of shares of common stock of the Issuer. Each Reporting Person disclaims beneficial ownership of any shares of the Issuer's common stock owned of record by Holdings or its subsidiaries, in each case, except to the extent of any pecuniary interest therein, and this report shall not be deemed an admission that any such entity is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. Read SEC document |
| February 16, 2021 Filed Feb 18, 2021 18:10 UTC | OneMain Holdings, Inc. OMF · Entity 3702 | SaleCommon Stock | 1,901,638 | $51.01 | $97,007,308.48 |
DisclosureSEC source: 0000899243-21-007167 · doc4.xml · nonDerivative · entry 1 Hicks George G · CIK 0001706059 · See Footnote (1) Varde SFLT, L.P. · CIK 0001744510 · See Footnote (1) Varde Fund XII G.P., L.P. · CIK 0001704881 · See Footnote (1) Varde Fund XII UGP, LLC · CIK 0001704967 · See Footnote (1) Varde Credit Partners Master, L.P. · CIK 0001744511 · See Footnote (1) Varde Credit Partners G.P., L.P. · CIK 0001744512 · See Footnote (1) Varde Specialty Finance Fund G.P., L.P. · CIK 0001744513 · See Footnote (1) Varde Specialty Finance Fund U.G.P., LLC · CIK 0001745095 · See Footnote (1) VARDE PARTNERS LP · CIK 0001138267 · See Footnote (1) VARDE PARTNERS INC · CIK 0001054846 · See Footnote (1) Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See Footnote Disclosed balance after: 9,453,930 F1 · ownership.nature: The shares of common stock, par value $0.01, of OneMain Holdings, Inc. (the "Issuer") reported as beneficially owned are held of record by OMH Holdings, L.P. ("Holdings") or its subsidiaries. Each Reporting Person may be deemed an indirect beneficial holder of shares of common stock of the Issuer. Each Reporting Person disclaims beneficial ownership of any shares of the Issuer's common stock owned of record by Holdings or its subsidiaries, in each case, except to the extent of any pecuniary interest therein, and this report shall not be deemed an admission that any such entity is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. Read SEC document |
| February 16, 2021 Filed Feb 18, 2021 18:11 UTC | OneMain Holdings, Inc. OMF · Entity 3702 | SaleCommon Stock | 1,901,638 | $51.01 | $97,007,308.48 |
DisclosureSEC source: 0000899243-21-007168 · doc4.xml · nonDerivative · entry 1 Hicks George G · CIK 0001706059 · See Footnote (1) Uniform InvestCo LP · CIK 0001744778 · See Footnote (1) Uniform InvestCo GP LLC · CIK 0001744777 · See Footnote (1) Varde Fund VI-A, L.P. · CIK 0001704987 · See Footnote (1) VARDE INVESTMENT PARTNERS LP · CIK 0001452534 · See Footnote (1) Varde Investment Partners (Offshore) Master, L.P. · CIK 0001705023 · See Footnote (1) Varde Investment Partners G.P., L.P. · CIK 0001704990 · See Footnote (1) Varde Skyway Master Fund, L.P. · CIK 0001704946 · See Footnote (1) Varde Skyway Fund G.P., L.P. · CIK 0001704964 · See Footnote (1) Varde Fund XII (Master), L.P. · CIK 0001704882 · See Footnote (1) Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See Footnote Disclosed balance after: 9,453,930 F1 · ownership.nature: The shares of common stock, par value $0.01, of OneMain Holdings, Inc. (the "Issuer") reported as beneficially owned are held of record by OMH Holdings, L.P. ("Holdings") or its subsidiaries. Each Reporting Person may be deemed an indirect beneficial holder of shares of common stock of the Issuer. Each Reporting Person disclaims beneficial ownership of any shares of the Issuer's common stock owned of record by Holdings or its subsidiaries, in each case, except to the extent of any pecuniary interest therein, and this report shall not be deemed an admission that any such entity is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. Read SEC document |
| February 16, 2021 Filed Feb 18, 2021 18:14 UTC | OneMain Holdings, Inc. OMF · Entity 3702 | SaleCommon Stock | 1,901,638 | $51.01 | $97,007,308.48 |
DisclosureSEC source: 0000899243-21-007169 · doc4.xml · nonDerivative · entry 1 Hicks George G · CIK 0001706059 · See Footnote (1) CARSTAIRS ILFRYN · CIK 0001803654 · See Footnote (1) VARDE INVESTMENT PARTNERS UGP, LLC · CIK 0001803540 · See Footnote (1) Varde Skyway Fund UGP, LLC · CIK 0001803537 · See Footnote (1) VARDE CREDIT PARTNERS UGP, LLC · CIK 0001803549 · See Footnote (1) Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See Footnote Disclosed balance after: 9,453,930 F1 · ownership.nature: The shares of common stock, par value $0.01, of OneMain Holdings, Inc. (the "Issuer") reported as beneficially owned are held of record by OMH Holdings, L.P. ("Holdings") or its subsidiaries. Each Reporting Person may be deemed an indirect beneficial holder of shares of common stock of the Issuer. Each Reporting Person disclaims beneficial ownership of any shares of the Issuer's common stock owned of record by Holdings or its subsidiaries, in each case, except to the extent of any pecuniary interest therein, and this report shall not be deemed an admission that any such entity is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. Read SEC document |
| February 07, 2020 Filed Feb 10, 2020 20:13 UTC | PARKER DRILLING CO /DE/ PKD · Entity 150081 | PurchaseCommon Stock | 284,115 | $14.52 | $4,124,525.87 |
DisclosureSEC source: 0000899243-20-003876 · doc4.xml · nonDerivative · entry 6 Hicks George G · CIK 0001706059 · 10% owner Varde Investment Partners (Offshore) Master, L.P. · CIK 0001705023 · 10% owner VARDE INVESTMENT PARTNERS LP · CIK 0001452534 · 10% owner Varde Investment Partners G.P., LLC · CIK 0001704990 · 10% owner Varde Credit Partners Master, L.P. · CIK 0001744511 · 10% owner Varde Credit Partners G.P., LLC · CIK 0001744512 · 10% owner VARDE PARTNERS LP · CIK 0001138267 · 10% owner VARDE PARTNERS INC · CIK 0001054846 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See Footnotes Disclosed balance after: 2,035,386 F3 · ownership.nature: Shares of common stock of the Issuer held directly by Varde Credit Partners Master, L.P. ("VCPM"). F5 · ownership.nature: The Varde Skyway Fund G.P., L.P. ("Skyway Fund GP") is the general partner of Master Skyway Fund. The Varde Skyway Fund UGP, LLC ("Skyway Fund UGP") is the general partner of Skyway Fund GP. Varde Investment Partners G.P., L.P. ("VIP GP") is the general partner of VIP Offshore and VIP. Varde Investment Partners UGP, LLC ("VIP UGP") is the general partner of VIP GP. Varde Credit Partners G.P., L.P. ("VCPM GP") is the general partner of VCPM. Varde Credit Partners UGP, LLC ("VCPM UGP") is the general partner of VCPM GP. Varde Partners, L.P. ("Managing Member") is the managing member of Skyway Fund UGP, VIP UGP and VCPM UGP. Varde Partners, Inc. ("General Partner") is the general partner of the Managing Member. George G. Hicks is the Chief Executive Officer of the General Partner. F6 · ownership.nature: (Continued from Footnote 5) Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. Read SEC document |
| February 07, 2020 Filed Feb 10, 2020 20:13 UTC | PARKER DRILLING CO /DE/ PKD · Entity 150081 | PurchaseCommon Stock | 279,459 | $14.52 | $4,056,934.25 |
DisclosureSEC source: 0000899243-20-003876 · doc4.xml · nonDerivative · entry 5 Hicks George G · CIK 0001706059 · 10% owner Varde Investment Partners (Offshore) Master, L.P. · CIK 0001705023 · 10% owner VARDE INVESTMENT PARTNERS LP · CIK 0001452534 · 10% owner Varde Investment Partners G.P., LLC · CIK 0001704990 · 10% owner Varde Credit Partners Master, L.P. · CIK 0001744511 · 10% owner Varde Credit Partners G.P., LLC · CIK 0001744512 · 10% owner VARDE PARTNERS LP · CIK 0001138267 · 10% owner VARDE PARTNERS INC · CIK 0001054846 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See Footnotes Disclosed balance after: 1,911,457 F2 · ownership.nature: Shares of common stock of the Issuer held directly by Varde Investment Partners, L.P. ("VIP"). F5 · ownership.nature: The Varde Skyway Fund G.P., L.P. ("Skyway Fund GP") is the general partner of Master Skyway Fund. The Varde Skyway Fund UGP, LLC ("Skyway Fund UGP") is the general partner of Skyway Fund GP. Varde Investment Partners G.P., L.P. ("VIP GP") is the general partner of VIP Offshore and VIP. Varde Investment Partners UGP, LLC ("VIP UGP") is the general partner of VIP GP. Varde Credit Partners G.P., L.P. ("VCPM GP") is the general partner of VCPM. Varde Credit Partners UGP, LLC ("VCPM UGP") is the general partner of VCPM GP. Varde Partners, L.P. ("Managing Member") is the managing member of Skyway Fund UGP, VIP UGP and VCPM UGP. Varde Partners, Inc. ("General Partner") is the general partner of the Managing Member. George G. Hicks is the Chief Executive Officer of the General Partner. F6 · ownership.nature: (Continued from Footnote 5) Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. Read SEC document |
| February 07, 2020 Filed Feb 10, 2020 20:13 UTC | PARKER DRILLING CO /DE/ PKD · Entity 150081 | PurchaseCommon Stock | 218,387 | $14.52 | $3,170,345.92 |
DisclosureSEC source: 0000899243-20-003876 · doc4.xml · nonDerivative · entry 4 Hicks George G · CIK 0001706059 · 10% owner Varde Investment Partners (Offshore) Master, L.P. · CIK 0001705023 · 10% owner VARDE INVESTMENT PARTNERS LP · CIK 0001452534 · 10% owner Varde Investment Partners G.P., LLC · CIK 0001704990 · 10% owner Varde Credit Partners Master, L.P. · CIK 0001744511 · 10% owner Varde Credit Partners G.P., LLC · CIK 0001744512 · 10% owner VARDE PARTNERS LP · CIK 0001138267 · 10% owner VARDE PARTNERS INC · CIK 0001054846 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See Footnotes Disclosed balance after: 1,505,570 F1 · ownership.nature: Shares of common stock of Parker Drilling Company (the "Issuer") held directly by Varde Investment Partners (Offshore) Master, L.P. ("VIP Offshore"). F5 · ownership.nature: The Varde Skyway Fund G.P., L.P. ("Skyway Fund GP") is the general partner of Master Skyway Fund. The Varde Skyway Fund UGP, LLC ("Skyway Fund UGP") is the general partner of Skyway Fund GP. Varde Investment Partners G.P., L.P. ("VIP GP") is the general partner of VIP Offshore and VIP. Varde Investment Partners UGP, LLC ("VIP UGP") is the general partner of VIP GP. Varde Credit Partners G.P., L.P. ("VCPM GP") is the general partner of VCPM. Varde Credit Partners UGP, LLC ("VCPM UGP") is the general partner of VCPM GP. Varde Partners, L.P. ("Managing Member") is the managing member of Skyway Fund UGP, VIP UGP and VCPM UGP. Varde Partners, Inc. ("General Partner") is the general partner of the Managing Member. George G. Hicks is the Chief Executive Officer of the General Partner. F6 · ownership.nature: (Continued from Footnote 5) Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. Read SEC document |
| February 06, 2020 Filed Feb 10, 2020 20:13 UTC | PARKER DRILLING CO /DE/ PKD · Entity 150081 | PurchaseCommon Stock | 4,574 | $15.05 | $68,817.20 |
DisclosureSEC source: 0000899243-20-003876 · doc4.xml · nonDerivative · entry 3 Hicks George G · CIK 0001706059 · 10% owner Varde Investment Partners (Offshore) Master, L.P. · CIK 0001705023 · 10% owner VARDE INVESTMENT PARTNERS LP · CIK 0001452534 · 10% owner Varde Investment Partners G.P., LLC · CIK 0001704990 · 10% owner Varde Credit Partners Master, L.P. · CIK 0001744511 · 10% owner Varde Credit Partners G.P., LLC · CIK 0001744512 · 10% owner VARDE PARTNERS LP · CIK 0001138267 · 10% owner VARDE PARTNERS INC · CIK 0001054846 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See Footnotes Disclosed balance after: 1,751,271 F3 · ownership.nature: Shares of common stock of the Issuer held directly by Varde Credit Partners Master, L.P. ("VCPM"). F5 · ownership.nature: The Varde Skyway Fund G.P., L.P. ("Skyway Fund GP") is the general partner of Master Skyway Fund. The Varde Skyway Fund UGP, LLC ("Skyway Fund UGP") is the general partner of Skyway Fund GP. Varde Investment Partners G.P., L.P. ("VIP GP") is the general partner of VIP Offshore and VIP. Varde Investment Partners UGP, LLC ("VIP UGP") is the general partner of VIP GP. Varde Credit Partners G.P., L.P. ("VCPM GP") is the general partner of VCPM. Varde Credit Partners UGP, LLC ("VCPM UGP") is the general partner of VCPM GP. Varde Partners, L.P. ("Managing Member") is the managing member of Skyway Fund UGP, VIP UGP and VCPM UGP. Varde Partners, Inc. ("General Partner") is the general partner of the Managing Member. George G. Hicks is the Chief Executive Officer of the General Partner. F6 · ownership.nature: (Continued from Footnote 5) Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. Read SEC document |
| February 06, 2020 Filed Feb 10, 2020 20:13 UTC | PARKER DRILLING CO /DE/ PKD · Entity 150081 | PurchaseCommon Stock | 4,499 | $15.05 | $67,688.80 |
DisclosureSEC source: 0000899243-20-003876 · doc4.xml · nonDerivative · entry 2 Hicks George G · CIK 0001706059 · 10% owner Varde Investment Partners (Offshore) Master, L.P. · CIK 0001705023 · 10% owner VARDE INVESTMENT PARTNERS LP · CIK 0001452534 · 10% owner Varde Investment Partners G.P., LLC · CIK 0001704990 · 10% owner Varde Credit Partners Master, L.P. · CIK 0001744511 · 10% owner Varde Credit Partners G.P., LLC · CIK 0001744512 · 10% owner VARDE PARTNERS LP · CIK 0001138267 · 10% owner VARDE PARTNERS INC · CIK 0001054846 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See Footnotes Disclosed balance after: 1,631,998 F2 · ownership.nature: Shares of common stock of the Issuer held directly by Varde Investment Partners, L.P. ("VIP"). F5 · ownership.nature: The Varde Skyway Fund G.P., L.P. ("Skyway Fund GP") is the general partner of Master Skyway Fund. The Varde Skyway Fund UGP, LLC ("Skyway Fund UGP") is the general partner of Skyway Fund GP. Varde Investment Partners G.P., L.P. ("VIP GP") is the general partner of VIP Offshore and VIP. Varde Investment Partners UGP, LLC ("VIP UGP") is the general partner of VIP GP. Varde Credit Partners G.P., L.P. ("VCPM GP") is the general partner of VCPM. Varde Credit Partners UGP, LLC ("VCPM UGP") is the general partner of VCPM GP. Varde Partners, L.P. ("Managing Member") is the managing member of Skyway Fund UGP, VIP UGP and VCPM UGP. Varde Partners, Inc. ("General Partner") is the general partner of the Managing Member. George G. Hicks is the Chief Executive Officer of the General Partner. F6 · ownership.nature: (Continued from Footnote 5) Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. Read SEC document |
| February 06, 2020 Filed Feb 10, 2020 20:13 UTC | PARKER DRILLING CO /DE/ PKD · Entity 150081 | PurchaseCommon Stock | 3,516 | $15.05 | $52,899.27 |
DisclosureSEC source: 0000899243-20-003876 · doc4.xml · nonDerivative · entry 1 Hicks George G · CIK 0001706059 · 10% owner Varde Investment Partners (Offshore) Master, L.P. · CIK 0001705023 · 10% owner VARDE INVESTMENT PARTNERS LP · CIK 0001452534 · 10% owner Varde Investment Partners G.P., LLC · CIK 0001704990 · 10% owner Varde Credit Partners Master, L.P. · CIK 0001744511 · 10% owner Varde Credit Partners G.P., LLC · CIK 0001744512 · 10% owner VARDE PARTNERS LP · CIK 0001138267 · 10% owner VARDE PARTNERS INC · CIK 0001054846 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See Footnotes Disclosed balance after: 1,287,183 F1 · ownership.nature: Shares of common stock of Parker Drilling Company (the "Issuer") held directly by Varde Investment Partners (Offshore) Master, L.P. ("VIP Offshore"). F5 · ownership.nature: The Varde Skyway Fund G.P., L.P. ("Skyway Fund GP") is the general partner of Master Skyway Fund. The Varde Skyway Fund UGP, LLC ("Skyway Fund UGP") is the general partner of Skyway Fund GP. Varde Investment Partners G.P., L.P. ("VIP GP") is the general partner of VIP Offshore and VIP. Varde Investment Partners UGP, LLC ("VIP UGP") is the general partner of VIP GP. Varde Credit Partners G.P., L.P. ("VCPM GP") is the general partner of VCPM. Varde Credit Partners UGP, LLC ("VCPM UGP") is the general partner of VCPM GP. Varde Partners, L.P. ("Managing Member") is the managing member of Skyway Fund UGP, VIP UGP and VCPM UGP. Varde Partners, Inc. ("General Partner") is the general partner of the Managing Member. George G. Hicks is the Chief Executive Officer of the General Partner. F6 · ownership.nature: (Continued from Footnote 5) Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. Read SEC document |
| May 08, 2019 Filed May 10, 2019 13:33 UTC | PARKER DRILLING CO /DE/ PKD · Entity 150081 | PurchaseCommon Stock | 40,312 | $20.10 | $810,271.20 |
DisclosureSEC source: 0000899243-19-012981 · doc4.xml · nonDerivative · entry 4 Hicks George G · CIK 0001706059 · 10% owner Varde Skyway Master Fund, L.P. · CIK 0001704946 · 10% owner Varde Skyway fund G.P., LLC · CIK 0001704964 · 10% owner Varde Investment Partners (Offshore) Master, L.P. · CIK 0001705023 · 10% owner VARDE INVESTMENT PARTNERS LP · CIK 0001452534 · 10% owner Varde Investment Partners G.P., LLC · CIK 0001704990 · 10% owner Varde Credit Partners Master, L.P. · CIK 0001744511 · 10% owner Varde Credit Partners G.P., LLC · CIK 0001744512 · 10% owner VARDE PARTNERS LP · CIK 0001138267 · 10% owner VARDE PARTNERS INC · CIK 0001054846 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See Footnotes Disclosed balance after: 1,746,697 F4 · ownership.nature: Shares of common stock of the Issuer held directly by Varde Credit Partners Master, L.P. ("VCPM"). F5 · ownership.nature: The Varde Skyway Fund G.P., LLC ("Skyway Fund GP") is the general partner of Master Skyway Fund. Varde Investment Partners G.P., LLC ("VIP GP") is the general partner of VIP Offshore and VIP. Varde Credit Partners G.P., LLC ("VCPM GP") is the general partner of VCPM. Varde Partners, L.P. ("Managing Member") is the managing member of Skyway Fund GP, VIP GP and VCPM GP. Varde Partners, Inc. ("General Partner") is the general partner of the Managing Member. George G. Hicks is the Chief Executive Officer of the General Partner. F6 · ownership.nature: (Continued from footnote 5) Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. Read SEC document |
| May 08, 2019 Filed May 10, 2019 13:33 UTC | PARKER DRILLING CO /DE/ PKD · Entity 150081 | PurchaseCommon Stock | 34,003 | $20.10 | $683,460.30 |
DisclosureSEC source: 0000899243-19-012981 · doc4.xml · nonDerivative · entry 3 Hicks George G · CIK 0001706059 · 10% owner Varde Skyway Master Fund, L.P. · CIK 0001704946 · 10% owner Varde Skyway fund G.P., LLC · CIK 0001704964 · 10% owner Varde Investment Partners (Offshore) Master, L.P. · CIK 0001705023 · 10% owner VARDE INVESTMENT PARTNERS LP · CIK 0001452534 · 10% owner Varde Investment Partners G.P., LLC · CIK 0001704990 · 10% owner Varde Credit Partners Master, L.P. · CIK 0001744511 · 10% owner Varde Credit Partners G.P., LLC · CIK 0001744512 · 10% owner VARDE PARTNERS LP · CIK 0001138267 · 10% owner VARDE PARTNERS INC · CIK 0001054846 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See Footnotes Disclosed balance after: 1,627,499 F3 · ownership.nature: Shares of common stock of the Issuer held directly by Varde Investment Partners, L.P. ("VIP"). F5 · ownership.nature: The Varde Skyway Fund G.P., LLC ("Skyway Fund GP") is the general partner of Master Skyway Fund. Varde Investment Partners G.P., LLC ("VIP GP") is the general partner of VIP Offshore and VIP. Varde Credit Partners G.P., LLC ("VCPM GP") is the general partner of VCPM. Varde Partners, L.P. ("Managing Member") is the managing member of Skyway Fund GP, VIP GP and VCPM GP. Varde Partners, Inc. ("General Partner") is the general partner of the Managing Member. George G. Hicks is the Chief Executive Officer of the General Partner. F6 · ownership.nature: (Continued from footnote 5) Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. Read SEC document |
| May 08, 2019 Filed May 10, 2019 13:33 UTC | PARKER DRILLING CO /DE/ PKD · Entity 150081 | PurchaseCommon Stock | 26,052 | $20.10 | $523,645.20 |
DisclosureSEC source: 0000899243-19-012981 · doc4.xml · nonDerivative · entry 2 Hicks George G · CIK 0001706059 · 10% owner Varde Skyway Master Fund, L.P. · CIK 0001704946 · 10% owner Varde Skyway fund G.P., LLC · CIK 0001704964 · 10% owner Varde Investment Partners (Offshore) Master, L.P. · CIK 0001705023 · 10% owner VARDE INVESTMENT PARTNERS LP · CIK 0001452534 · 10% owner Varde Investment Partners G.P., LLC · CIK 0001704990 · 10% owner Varde Credit Partners Master, L.P. · CIK 0001744511 · 10% owner Varde Credit Partners G.P., LLC · CIK 0001744512 · 10% owner VARDE PARTNERS LP · CIK 0001138267 · 10% owner VARDE PARTNERS INC · CIK 0001054846 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See Footnotes Disclosed balance after: 1,283,667 F2 · ownership.nature: Shares of common stock of the Issuer held directly by Varde Investment Partners (Offshore) Master, L.P. ("VIP Offshore"). F5 · ownership.nature: The Varde Skyway Fund G.P., LLC ("Skyway Fund GP") is the general partner of Master Skyway Fund. Varde Investment Partners G.P., LLC ("VIP GP") is the general partner of VIP Offshore and VIP. Varde Credit Partners G.P., LLC ("VCPM GP") is the general partner of VCPM. Varde Partners, L.P. ("Managing Member") is the managing member of Skyway Fund GP, VIP GP and VCPM GP. Varde Partners, Inc. ("General Partner") is the general partner of the Managing Member. George G. Hicks is the Chief Executive Officer of the General Partner. F6 · ownership.nature: (Continued from footnote 5) Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. Read SEC document |
| May 08, 2019 Filed May 10, 2019 13:33 UTC | PARKER DRILLING CO /DE/ PKD · Entity 150081 | PurchaseCommon Stock | 23,633 | $20.10 | $475,023.30 |
DisclosureSEC source: 0000899243-19-012981 · doc4.xml · nonDerivative · entry 1 Hicks George G · CIK 0001706059 · 10% owner Varde Skyway Master Fund, L.P. · CIK 0001704946 · 10% owner Varde Skyway fund G.P., LLC · CIK 0001704964 · 10% owner Varde Investment Partners (Offshore) Master, L.P. · CIK 0001705023 · 10% owner VARDE INVESTMENT PARTNERS LP · CIK 0001452534 · 10% owner Varde Investment Partners G.P., LLC · CIK 0001704990 · 10% owner Varde Credit Partners Master, L.P. · CIK 0001744511 · 10% owner Varde Credit Partners G.P., LLC · CIK 0001744512 · 10% owner VARDE PARTNERS LP · CIK 0001138267 · 10% owner VARDE PARTNERS INC · CIK 0001054846 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See Footnotes Disclosed balance after: 1,233,731 F1 · ownership.nature: Shares of common stock of Parker Drilling Company (the "Issuer") held directly by The Varde Skyway Master Fund, L.P. ("Master Skyway Fund"). F5 · ownership.nature: The Varde Skyway Fund G.P., LLC ("Skyway Fund GP") is the general partner of Master Skyway Fund. Varde Investment Partners G.P., LLC ("VIP GP") is the general partner of VIP Offshore and VIP. Varde Credit Partners G.P., LLC ("VCPM GP") is the general partner of VCPM. Varde Partners, L.P. ("Managing Member") is the managing member of Skyway Fund GP, VIP GP and VCPM GP. Varde Partners, Inc. ("General Partner") is the general partner of the Managing Member. George G. Hicks is the Chief Executive Officer of the General Partner. F6 · ownership.nature: (Continued from footnote 5) Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. Read SEC document |
| March 05, 2019 Filed Mar 6, 2019 20:59 UTC | LILIS ENERGY, INC. LLEX · Entity 147943 | OtherConvertible Debt · Derivative | Not disclosed | $1.88 Strike: $5.50 | $109,360,329.00 |
DisclosureSEC source: 0000899243-19-006567 · doc4.xml · derivative · entry 10 Hicks George G · CIK 0001706059 · Director · 10% owner Varde Fund VI-A, L.P. · CIK 0001704987 · Director · 10% owner VARDE INVESTMENT PARTNERS LP · CIK 0001452534 · Director · 10% owner Varde Investment Partners G.P., LLC · CIK 0001704990 · Director · 10% owner VARDE PARTNERS LP · CIK 0001138267 · Director · 10% owner VARDE PARTNERS INC · CIK 0001054846 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See footnotes Disclosed balance after: 0 Underlying: Common Stock, $0.001 par value · 17,001,945 shares Expires 2021-04-26 F16 · derivative.underlying_shares: The amount reported reflects the amount of shares of Common Stock issuable upon conversion of the Convertible Debt as of March 1, 2019. F1 · ownership.nature: Pursuant to the Transaction Agreement, dated as of March 5, 2019 (the "Transaction Agreement"), by and among the Issuer and The Varde Fund XI (Master), L.P. ("Fund XI"), The Varde Fund XII (Master), L.P. ("Fund XII"), The Varde Skyway Mini-Master Fund, L.P. ("Mini-Master"), The Varde Skyway Fund, L.P. ("Varde Skyway Fund"), Varde Investment Partners, L.P. ("VIP"), Varde Investment Partners (Offshore) Master, L.P. ("VIPO") and the Varde Fund VI-A L.P. ("Fund VI-A" and, collectively with Fund XI, Fund XII, VIP, VIPO, and Fund VI-A, the "Varde Parties"), the Issuer issued to the Varde Parties, as consideration for the termination of the Credit Agreement, dated as of April 26, 2017, by and among the Issuer, the lenders from time to time party thereto, the guarantors from time to time party thereto, Varde Partners, Inc. as lead lender, and Wilmington Trust, National Association, as Administrative Agent for the existing lenders (the "Term Loan Credit Agreement"), including the F2 · ownership.nature: (Continued from Footnote 1) cancellation of the convertible debt securities issued thereunder (the "Convertible Debt"), and the satisfaction in full of all indebtedness, liabilities and other Obligations (as defined in the Term Loan Credit Agreement), together with accrued and unpaid interest thereon and the Make-Whole Amount (as defined in the Term Loan Credit Agreement), (i) 9,891,638 shares of the Issuer's Common Stock, (ii) 60,000 shares of the Issuer's Series E 8.25% Convertible Participating Preferred Stock (the "Series E Preferred Stock"), and (iii) 55,000 shares of the Issuer's Series F 9.00% Participating Preferred Stock (the "Series F Preferred Stock"). F16 · ownership.nature: The amount reported reflects the amount of shares of Common Stock issuable upon conversion of the Convertible Debt as of March 1, 2019. F17 · ownership.nature: Reflects securities held directly or indirectly by Fund XI, Fund XII, Skyway Fund, Mini-Master, Varde Skyway Fund, VIPO, Fund VI-A and VIP. The Varde Fund XI G.P., LLC ("Fund XI GP") is the general partner of Fund XI. The Varde Fund XII G.P., L.P. ("Fund XII GP") is the general partner of Fund XII, and The Varde Fund XII UGP, LLC ("Fund XII UGP") is the general partner of Fund XII GP. The Varde Skyway Fund G.P., LLC ("Skyway Fund GP") is the general partner of Mini-Master and Varde Skyway Fund. Varde Investment Partners G.P., LLC ("VIP GP") is the general partner of VIPO. VIP GP is the general partner of Fund VI-A. VIP GP is the general partner of Fund VIP. Varde Partners, L.P. ("Managing Member") is the managing member of each of Fund XI GP, Fund XII UGP, Skyway Fund GP and VIP GP. Varde Partners, Inc. ("General Partner") is the general partner of the Managing Member. Following the transaction described above, F18 · ownership.nature: (Continued from Footnote 17) George G. Hicks may be deemed to beneficially own all of the securities which may be acquired upon conversion of the Series E Preferred Stock because, as the chief executive officer of the General Partner, he may be deemed to have voting and/or dispositive power over such securities. Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. Read SEC document |
| March 05, 2019 Filed Mar 6, 2019 20:59 UTC | LILIS ENERGY, INC. LLEX · Entity 147943 | OtherSeries D 8.25% Convertible Participating Preferred Stock · Derivative | 39,254 | $1.88 Strike: $5.50 | $73,797.52 |
DisclosureSEC source: 0000899243-19-006567 · doc4.xml · derivative · entry 9 Hicks George G · CIK 0001706059 · Director · 10% owner Varde Fund VI-A, L.P. · CIK 0001704987 · Director · 10% owner VARDE INVESTMENT PARTNERS LP · CIK 0001452534 · Director · 10% owner Varde Investment Partners G.P., LLC · CIK 0001704990 · Director · 10% owner VARDE PARTNERS LP · CIK 0001138267 · Director · 10% owner VARDE PARTNERS INC · CIK 0001054846 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See footnotes Disclosed balance after: 0 Underlying: Common Stock, $0.001 par value · 8,661,146 shares Expires not disclosed F15 · derivative.expiration_date: The Series D Preferred Stock is perpetual and has no expiration date. F10 · derivative.underlying_shares: Prior to the amendment and restatement of the Series D Certificate of Designation as described in Footnote 3 above, the Issuer had the right to redeem the Series D Preferred Stock, in whole or in part, at any time (subject to certain limitations on partial redemptions), at a price per share equal to (i) stated value of $1,000, subject to increase in connection with the payment of dividends (the "Series D Stated Value") then in effect multiplied by 117.5%, plus (ii) accrued and unpaid dividends thereon and any other amounts payable by the Issuer in respect thereof (the "Series D Optional Redemption Amount"). Prior to the amendment and restatement of the Series D Certificate of Designation, each share of Series D Preferred Stock was convertible at any time at the option of the holder into a number of shares of Common Stock equal to F11 · derivative.underlying_shares: (Continued from Footnote 10) (i) the applicable Series D Optional Redemption Amount divided by (ii) a conversion price of $5.50, subject to adjustment (the "Series D Conversion Price"). The amount reported reflects the amount of shares of Common Stock issuable upon conversion of the Series D Preferred Stock as of March 1, 2019, based on a Series D Conversion Price of $5.50 and a Series D Optional Redemption Amount of 117.5% of the Series D Stated Value. F3 · ownership.nature: Also pursuant to the Transaction Agreement, the Issuer issued to the Varde Parties 7,750,000 shares of Common Stock as consideration for the amendment and restatement of (i) the Certificate of Designation of Preferences, Rights and Limitations of Series C-1 9.75% Convertible Participating Preferred Stock and Series C-2 9.75% Convertible Participating Preferred Stock (the "Series C Certificate of Designation") and (ii) the Certificate of Designation of Preferences, Rights and Limitations of Series D 8.25% Convertible Participating Preferred Stock (the "Series D Certificate of Designation"). F17 · ownership.nature: Reflects securities held directly or indirectly by Fund XI, Fund XII, Skyway Fund, Mini-Master, Varde Skyway Fund, VIPO, Fund VI-A and VIP. The Varde Fund XI G.P., LLC ("Fund XI GP") is the general partner of Fund XI. The Varde Fund XII G.P., L.P. ("Fund XII GP") is the general partner of Fund XII, and The Varde Fund XII UGP, LLC ("Fund XII UGP") is the general partner of Fund XII GP. The Varde Skyway Fund G.P., LLC ("Skyway Fund GP") is the general partner of Mini-Master and Varde Skyway Fund. Varde Investment Partners G.P., LLC ("VIP GP") is the general partner of VIPO. VIP GP is the general partner of Fund VI-A. VIP GP is the general partner of Fund VIP. Varde Partners, L.P. ("Managing Member") is the managing member of each of Fund XI GP, Fund XII UGP, Skyway Fund GP and VIP GP. Varde Partners, Inc. ("General Partner") is the general partner of the Managing Member. Following the transaction described above, F18 · ownership.nature: (Continued from Footnote 17) George G. Hicks may be deemed to beneficially own all of the securities which may be acquired upon conversion of the Series E Preferred Stock because, as the chief executive officer of the General Partner, he may be deemed to have voting and/or dispositive power over such securities. Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. Read SEC document |
| March 05, 2019 Filed Mar 6, 2019 20:59 UTC | LILIS ENERGY, INC. LLEX · Entity 147943 | OtherSeries C-2 9.75% Convertible Participating Preferred Stock · Derivative | 25,000 | $1.88 Strike: $6.15 | $47,000.00 |
DisclosureSEC source: 0000899243-19-006567 · doc4.xml · derivative · entry 8 Hicks George G · CIK 0001706059 · Director · 10% owner Varde Fund VI-A, L.P. · CIK 0001704987 · Director · 10% owner VARDE INVESTMENT PARTNERS LP · CIK 0001452534 · Director · 10% owner Varde Investment Partners G.P., LLC · CIK 0001704990 · Director · 10% owner VARDE PARTNERS LP · CIK 0001138267 · Director · 10% owner VARDE PARTNERS INC · CIK 0001054846 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See footnotes Disclosed balance after: 0 Underlying: Common Stock, $0.001 par value · 5,278,553 shares Expires not disclosed F14 · derivative.expiration_date: The Series C-2 Preferred Stock is perpetual and has no expiration date. F8 · derivative.underlying_shares: Prior to the amendment and restatement of the Series C Certificate of Designation as described in Footnote 3 above, the Issuer had the right to redeem the Series C-2 Preferred Stock, in whole or in part, at any time (subject to certain limitations on partial redemptions), at a price per share equal to (i) stated value of $1,000, subject to increase in connection with the payment of dividends (the "Series C-2 Stated Value") then in effect multiplied by (a) 120% if redeemed during 2018, (b) 125% if redeemed during 2019, or (c) 130% if redeemed after 2019 plus (ii) accrued and unpaid dividends thereon and any other amounts payable by the Issuer in respect thereof (the "Series C-2 Optional Redemption Amount"). Prior to the amendment and restatement of the Series C Certificate of Designation, each share of Series C-2 Preferred Stock was convertible at any time at the option of the holder into a number of shares of Common Stock equal to F9 · derivative.underlying_shares: (Continued from Footnote 8) (i) the applicable Series C-1 Optional Redemption Amount divided by (ii) a conversion price of $6.15, subject to adjustment (the "Series C-2 Conversion Price"). The amount reported reflects the amount of shares of Common Stock issuable upon conversion of the Series C-2 Preferred Stock as of March 1, 2019, based on a Series C-2 Conversion Price of $6.15 and a Series C-2 Optional Redemption Amount of 125% of the Series C-2 Stated Value. F3 · ownership.nature: Also pursuant to the Transaction Agreement, the Issuer issued to the Varde Parties 7,750,000 shares of Common Stock as consideration for the amendment and restatement of (i) the Certificate of Designation of Preferences, Rights and Limitations of Series C-1 9.75% Convertible Participating Preferred Stock and Series C-2 9.75% Convertible Participating Preferred Stock (the "Series C Certificate of Designation") and (ii) the Certificate of Designation of Preferences, Rights and Limitations of Series D 8.25% Convertible Participating Preferred Stock (the "Series D Certificate of Designation"). F17 · ownership.nature: Reflects securities held directly or indirectly by Fund XI, Fund XII, Skyway Fund, Mini-Master, Varde Skyway Fund, VIPO, Fund VI-A and VIP. The Varde Fund XI G.P., LLC ("Fund XI GP") is the general partner of Fund XI. The Varde Fund XII G.P., L.P. ("Fund XII GP") is the general partner of Fund XII, and The Varde Fund XII UGP, LLC ("Fund XII UGP") is the general partner of Fund XII GP. The Varde Skyway Fund G.P., LLC ("Skyway Fund GP") is the general partner of Mini-Master and Varde Skyway Fund. Varde Investment Partners G.P., LLC ("VIP GP") is the general partner of VIPO. VIP GP is the general partner of Fund VI-A. VIP GP is the general partner of Fund VIP. Varde Partners, L.P. ("Managing Member") is the managing member of each of Fund XI GP, Fund XII UGP, Skyway Fund GP and VIP GP. Varde Partners, Inc. ("General Partner") is the general partner of the Managing Member. Following the transaction described above, F18 · ownership.nature: (Continued from Footnote 17) George G. Hicks may be deemed to beneficially own all of the securities which may be acquired upon conversion of the Series E Preferred Stock because, as the chief executive officer of the General Partner, he may be deemed to have voting and/or dispositive power over such securities. Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. Read SEC document |
| March 05, 2019 Filed Mar 6, 2019 20:59 UTC | LILIS ENERGY, INC. LLEX · Entity 147943 | OtherSeries C-1 9.75% Convertible Participating Preferred Stock · Derivative | 100,000 | $1.88 Strike: $6.15 | $188,000.00 |
DisclosureSEC source: 0000899243-19-006567 · doc4.xml · derivative · entry 7 Hicks George G · CIK 0001706059 · Director · 10% owner Varde Fund VI-A, L.P. · CIK 0001704987 · Director · 10% owner VARDE INVESTMENT PARTNERS LP · CIK 0001452534 · Director · 10% owner Varde Investment Partners G.P., LLC · CIK 0001704990 · Director · 10% owner VARDE PARTNERS LP · CIK 0001138267 · Director · 10% owner VARDE PARTNERS INC · CIK 0001054846 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See footnotes Disclosed balance after: 0 Underlying: Common Stock, $0.001 par value · 22,557,822 shares Expires not disclosed F13 · derivative.expiration_date: The Series C-1 Preferred Stock is perpetual and has no expiration date. F6 · derivative.underlying_shares: Prior to the amendment and restatement of the Series C Certificate of Designation as described in Footnote 3 above, the Issuer had the right to redeem the Series C-1 Preferred Stock, in whole or in part, at any time (subject to certain limitations on partial redemptions), at a price per share equal to (i) stated value of $1,000, subject to increase in connection with the payment of dividends (the "Series C-1 Stated Value") then in effect multiplied by (a) 120% if redeemed during 2018, (b) 125% if redeemed during 2019, or (c) 130% if redeemed after 2019 plus (ii) accrued and unpaid dividends thereon and any other amounts payable by the Issuer in respect thereof (the "Series C-1 Optional Redemption Amount"). Prior to the amendment and restatement of the Series C Certificate of Designation, each share of Series C-1 Preferred Stock was convertible at any time at the option of the holder into a number of shares of Common Stock equal to F7 · derivative.underlying_shares: (Continued from Footnote 6) (i) the applicable Series C-1 Optional Redemption Amount divided by (ii) a conversion price of $6.15, subject to adjustment (the "Series C-1 Conversion Price"). The amount reported reflects the amount of shares of Common Stock issuable upon conversion of the Series C-1 Preferred Stock as of March 1, 2019, based on a Series C-1 Conversion Price of $6.15 and a Series C-1 Optional Redemption Amount of 125% of the Series C-1 Stated Value. F3 · ownership.nature: Also pursuant to the Transaction Agreement, the Issuer issued to the Varde Parties 7,750,000 shares of Common Stock as consideration for the amendment and restatement of (i) the Certificate of Designation of Preferences, Rights and Limitations of Series C-1 9.75% Convertible Participating Preferred Stock and Series C-2 9.75% Convertible Participating Preferred Stock (the "Series C Certificate of Designation") and (ii) the Certificate of Designation of Preferences, Rights and Limitations of Series D 8.25% Convertible Participating Preferred Stock (the "Series D Certificate of Designation"). F17 · ownership.nature: Reflects securities held directly or indirectly by Fund XI, Fund XII, Skyway Fund, Mini-Master, Varde Skyway Fund, VIPO, Fund VI-A and VIP. The Varde Fund XI G.P., LLC ("Fund XI GP") is the general partner of Fund XI. The Varde Fund XII G.P., L.P. ("Fund XII GP") is the general partner of Fund XII, and The Varde Fund XII UGP, LLC ("Fund XII UGP") is the general partner of Fund XII GP. The Varde Skyway Fund G.P., LLC ("Skyway Fund GP") is the general partner of Mini-Master and Varde Skyway Fund. Varde Investment Partners G.P., LLC ("VIP GP") is the general partner of VIPO. VIP GP is the general partner of Fund VI-A. VIP GP is the general partner of Fund VIP. Varde Partners, L.P. ("Managing Member") is the managing member of each of Fund XI GP, Fund XII UGP, Skyway Fund GP and VIP GP. Varde Partners, Inc. ("General Partner") is the general partner of the Managing Member. Following the transaction described above, F18 · ownership.nature: (Continued from Footnote 17) George G. Hicks may be deemed to beneficially own all of the securities which may be acquired upon conversion of the Series E Preferred Stock because, as the chief executive officer of the General Partner, he may be deemed to have voting and/or dispositive power over such securities. Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. Read SEC document |
| March 05, 2019 Filed Mar 6, 2019 20:59 UTC | LILIS ENERGY, INC. LLEX · Entity 147943 | OtherSeries E 8.25% Convertible Participating Preferred Stock · Derivative | 60,000 | $1,000.00 Strike: $2.50 | $60,000,000.00 |
DisclosureSEC source: 0000899243-19-006567 · doc4.xml · derivative · entry 6 Hicks George G · CIK 0001706059 · Director · 10% owner Varde Fund VI-A, L.P. · CIK 0001704987 · Director · 10% owner VARDE INVESTMENT PARTNERS LP · CIK 0001452534 · Director · 10% owner Varde Investment Partners G.P., LLC · CIK 0001704990 · Director · 10% owner VARDE PARTNERS LP · CIK 0001138267 · Director · 10% owner VARDE PARTNERS INC · CIK 0001054846 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See footnotes Disclosed balance after: 60,000 Underlying: Common Stock, $0.001 par value · 24,000,000 shares Expires not disclosed F12 · derivative.expiration_date: The Series E Preferred Stock is perpetual and has no expiration date. F4 · derivative.underlying_shares: The amount reported reflects the amount of shares of Common Stock issuable upon conversion of the Series E Preferred Stock. The Issuer has the right to redeem the Series E Preferred Stock, in whole or in part, at any time (subject to certain limitations on partial redemptions), at a price per share equal to (i) stated value of $1,000, subject to increase in connection with the payment of dividends (the "Series E Stated Value") then in effect multiplied by (a) 110% if redeemed on or prior to the first anniversary of March 5, 2019 (the "Original Issue Date"), (b) 105% if redeemed after the first anniversary of the Original Issue Date and on or prior to the second anniversary of the Original Issue Date or (c) 100% if redeemed after the second anniversary of the Original Issue Date, plus (ii) accrued and unpaid dividends thereon and any other amounts payable by the Issuer in respect thereof (the "Series E Optional Redemption Amount"). F5 · derivative.underlying_shares: (Continued from Footnote 4). Each share of Series E Preferred Stock is convertible at any time at the option of the holder into a number of shares of Common Stock equal to (i) the applicable Series E Optional Redemption Amount divided by (ii) a conversion price of $2.50, subject to adjustment (the "Series E Conversion Price"). Following the closing of the Transaction Agreement, the aggregate number of shares of Series E Preferred Stock became immediately convertible into 24,000,000 shares of Common Stock, based on an initial Series E Conversion Price of $2.50 and the initial Series E Optional Redemption Amount of 110% of the Series E Stated Value. F1 · ownership.nature: Pursuant to the Transaction Agreement, dated as of March 5, 2019 (the "Transaction Agreement"), by and among the Issuer and The Varde Fund XI (Master), L.P. ("Fund XI"), The Varde Fund XII (Master), L.P. ("Fund XII"), The Varde Skyway Mini-Master Fund, L.P. ("Mini-Master"), The Varde Skyway Fund, L.P. ("Varde Skyway Fund"), Varde Investment Partners, L.P. ("VIP"), Varde Investment Partners (Offshore) Master, L.P. ("VIPO") and the Varde Fund VI-A L.P. ("Fund VI-A" and, collectively with Fund XI, Fund XII, VIP, VIPO, and Fund VI-A, the "Varde Parties"), the Issuer issued to the Varde Parties, as consideration for the termination of the Credit Agreement, dated as of April 26, 2017, by and among the Issuer, the lenders from time to time party thereto, the guarantors from time to time party thereto, Varde Partners, Inc. as lead lender, and Wilmington Trust, National Association, as Administrative Agent for the existing lenders (the "Term Loan Credit Agreement"), including the F2 · ownership.nature: (Continued from Footnote 1) cancellation of the convertible debt securities issued thereunder (the "Convertible Debt"), and the satisfaction in full of all indebtedness, liabilities and other Obligations (as defined in the Term Loan Credit Agreement), together with accrued and unpaid interest thereon and the Make-Whole Amount (as defined in the Term Loan Credit Agreement), (i) 9,891,638 shares of the Issuer's Common Stock, (ii) 60,000 shares of the Issuer's Series E 8.25% Convertible Participating Preferred Stock (the "Series E Preferred Stock"), and (iii) 55,000 shares of the Issuer's Series F 9.00% Participating Preferred Stock (the "Series F Preferred Stock"). F4 · ownership.nature: The amount reported reflects the amount of shares of Common Stock issuable upon conversion of the Series E Preferred Stock. The Issuer has the right to redeem the Series E Preferred Stock, in whole or in part, at any time (subject to certain limitations on partial redemptions), at a price per share equal to (i) stated value of $1,000, subject to increase in connection with the payment of dividends (the "Series E Stated Value") then in effect multiplied by (a) 110% if redeemed on or prior to the first anniversary of March 5, 2019 (the "Original Issue Date"), (b) 105% if redeemed after the first anniversary of the Original Issue Date and on or prior to the second anniversary of the Original Issue Date or (c) 100% if redeemed after the second anniversary of the Original Issue Date, plus (ii) accrued and unpaid dividends thereon and any other amounts payable by the Issuer in respect thereof (the "Series E Optional Redemption Amount"). F5 · ownership.nature: (Continued from Footnote 4). Each share of Series E Preferred Stock is convertible at any time at the option of the holder into a number of shares of Common Stock equal to (i) the applicable Series E Optional Redemption Amount divided by (ii) a conversion price of $2.50, subject to adjustment (the "Series E Conversion Price"). Following the closing of the Transaction Agreement, the aggregate number of shares of Series E Preferred Stock became immediately convertible into 24,000,000 shares of Common Stock, based on an initial Series E Conversion Price of $2.50 and the initial Series E Optional Redemption Amount of 110% of the Series E Stated Value. F17 · ownership.nature: Reflects securities held directly or indirectly by Fund XI, Fund XII, Skyway Fund, Mini-Master, Varde Skyway Fund, VIPO, Fund VI-A and VIP. The Varde Fund XI G.P., LLC ("Fund XI GP") is the general partner of Fund XI. The Varde Fund XII G.P., L.P. ("Fund XII GP") is the general partner of Fund XII, and The Varde Fund XII UGP, LLC ("Fund XII UGP") is the general partner of Fund XII GP. The Varde Skyway Fund G.P., LLC ("Skyway Fund GP") is the general partner of Mini-Master and Varde Skyway Fund. Varde Investment Partners G.P., LLC ("VIP GP") is the general partner of VIPO. VIP GP is the general partner of Fund VI-A. VIP GP is the general partner of Fund VIP. Varde Partners, L.P. ("Managing Member") is the managing member of each of Fund XI GP, Fund XII UGP, Skyway Fund GP and VIP GP. Varde Partners, Inc. ("General Partner") is the general partner of the Managing Member. Following the transaction described above, F18 · ownership.nature: (Continued from Footnote 17) George G. Hicks may be deemed to beneficially own all of the securities which may be acquired upon conversion of the Series E Preferred Stock because, as the chief executive officer of the General Partner, he may be deemed to have voting and/or dispositive power over such securities. Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. Read SEC document |
| March 05, 2019 Filed Mar 6, 2019 20:59 UTC | LILIS ENERGY, INC. LLEX · Entity 147943 | OtherSeries F 9.00% Participating Preferred Stock | 55,000 | $1,000.00 | $55,000,000.00 |
DisclosureSEC source: 0000899243-19-006567 · doc4.xml · nonDerivative · entry 5 Hicks George G · CIK 0001706059 · Director · 10% owner Varde Fund VI-A, L.P. · CIK 0001704987 · Director · 10% owner VARDE INVESTMENT PARTNERS LP · CIK 0001452534 · Director · 10% owner Varde Investment Partners G.P., LLC · CIK 0001704990 · Director · 10% owner VARDE PARTNERS LP · CIK 0001138267 · Director · 10% owner VARDE PARTNERS INC · CIK 0001054846 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See footnote Disclosed balance after: 55,000 F1 · ownership.nature: Pursuant to the Transaction Agreement, dated as of March 5, 2019 (the "Transaction Agreement"), by and among the Issuer and The Varde Fund XI (Master), L.P. ("Fund XI"), The Varde Fund XII (Master), L.P. ("Fund XII"), The Varde Skyway Mini-Master Fund, L.P. ("Mini-Master"), The Varde Skyway Fund, L.P. ("Varde Skyway Fund"), Varde Investment Partners, L.P. ("VIP"), Varde Investment Partners (Offshore) Master, L.P. ("VIPO") and the Varde Fund VI-A L.P. ("Fund VI-A" and, collectively with Fund XI, Fund XII, VIP, VIPO, and Fund VI-A, the "Varde Parties"), the Issuer issued to the Varde Parties, as consideration for the termination of the Credit Agreement, dated as of April 26, 2017, by and among the Issuer, the lenders from time to time party thereto, the guarantors from time to time party thereto, Varde Partners, Inc. as lead lender, and Wilmington Trust, National Association, as Administrative Agent for the existing lenders (the "Term Loan Credit Agreement"), including the F2 · ownership.nature: (Continued from Footnote 1) cancellation of the convertible debt securities issued thereunder (the "Convertible Debt"), and the satisfaction in full of all indebtedness, liabilities and other Obligations (as defined in the Term Loan Credit Agreement), together with accrued and unpaid interest thereon and the Make-Whole Amount (as defined in the Term Loan Credit Agreement), (i) 9,891,638 shares of the Issuer's Common Stock, (ii) 60,000 shares of the Issuer's Series E 8.25% Convertible Participating Preferred Stock (the "Series E Preferred Stock"), and (iii) 55,000 shares of the Issuer's Series F 9.00% Participating Preferred Stock (the "Series F Preferred Stock"). F17 · ownership.nature: Reflects securities held directly or indirectly by Fund XI, Fund XII, Skyway Fund, Mini-Master, Varde Skyway Fund, VIPO, Fund VI-A and VIP. The Varde Fund XI G.P., LLC ("Fund XI GP") is the general partner of Fund XI. The Varde Fund XII G.P., L.P. ("Fund XII GP") is the general partner of Fund XII, and The Varde Fund XII UGP, LLC ("Fund XII UGP") is the general partner of Fund XII GP. The Varde Skyway Fund G.P., LLC ("Skyway Fund GP") is the general partner of Mini-Master and Varde Skyway Fund. Varde Investment Partners G.P., LLC ("VIP GP") is the general partner of VIPO. VIP GP is the general partner of Fund VI-A. VIP GP is the general partner of Fund VIP. Varde Partners, L.P. ("Managing Member") is the managing member of each of Fund XI GP, Fund XII UGP, Skyway Fund GP and VIP GP. Varde Partners, Inc. ("General Partner") is the general partner of the Managing Member. Following the transaction described above, F18 · ownership.nature: (Continued from Footnote 17) George G. Hicks may be deemed to beneficially own all of the securities which may be acquired upon conversion of the Series E Preferred Stock because, as the chief executive officer of the General Partner, he may be deemed to have voting and/or dispositive power over such securities. Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. Read SEC document |
| March 05, 2019 Filed Mar 6, 2019 20:59 UTC | LILIS ENERGY, INC. LLEX · Entity 147943 | OtherSeries D 8.25% Non-Convertible Participating Preferred Stock | 39,254 | Not disclosed | Not disclosed |
DisclosureSEC source: 0000899243-19-006567 · doc4.xml · nonDerivative · entry 4 Hicks George G · CIK 0001706059 · Director · 10% owner Varde Fund VI-A, L.P. · CIK 0001704987 · Director · 10% owner VARDE INVESTMENT PARTNERS LP · CIK 0001452534 · Director · 10% owner Varde Investment Partners G.P., LLC · CIK 0001704990 · Director · 10% owner VARDE PARTNERS LP · CIK 0001138267 · Director · 10% owner VARDE PARTNERS INC · CIK 0001054846 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See footnotes Disclosed balance after: 39,254 F3 · price: Also pursuant to the Transaction Agreement, the Issuer issued to the Varde Parties 7,750,000 shares of Common Stock as consideration for the amendment and restatement of (i) the Certificate of Designation of Preferences, Rights and Limitations of Series C-1 9.75% Convertible Participating Preferred Stock and Series C-2 9.75% Convertible Participating Preferred Stock (the "Series C Certificate of Designation") and (ii) the Certificate of Designation of Preferences, Rights and Limitations of Series D 8.25% Convertible Participating Preferred Stock (the "Series D Certificate of Designation"). F3 · ownership.nature: Also pursuant to the Transaction Agreement, the Issuer issued to the Varde Parties 7,750,000 shares of Common Stock as consideration for the amendment and restatement of (i) the Certificate of Designation of Preferences, Rights and Limitations of Series C-1 9.75% Convertible Participating Preferred Stock and Series C-2 9.75% Convertible Participating Preferred Stock (the "Series C Certificate of Designation") and (ii) the Certificate of Designation of Preferences, Rights and Limitations of Series D 8.25% Convertible Participating Preferred Stock (the "Series D Certificate of Designation"). F17 · ownership.nature: Reflects securities held directly or indirectly by Fund XI, Fund XII, Skyway Fund, Mini-Master, Varde Skyway Fund, VIPO, Fund VI-A and VIP. The Varde Fund XI G.P., LLC ("Fund XI GP") is the general partner of Fund XI. The Varde Fund XII G.P., L.P. ("Fund XII GP") is the general partner of Fund XII, and The Varde Fund XII UGP, LLC ("Fund XII UGP") is the general partner of Fund XII GP. The Varde Skyway Fund G.P., LLC ("Skyway Fund GP") is the general partner of Mini-Master and Varde Skyway Fund. Varde Investment Partners G.P., LLC ("VIP GP") is the general partner of VIPO. VIP GP is the general partner of Fund VI-A. VIP GP is the general partner of Fund VIP. Varde Partners, L.P. ("Managing Member") is the managing member of each of Fund XI GP, Fund XII UGP, Skyway Fund GP and VIP GP. Varde Partners, Inc. ("General Partner") is the general partner of the Managing Member. Following the transaction described above, F18 · ownership.nature: (Continued from Footnote 17) George G. Hicks may be deemed to beneficially own all of the securities which may be acquired upon conversion of the Series E Preferred Stock because, as the chief executive officer of the General Partner, he may be deemed to have voting and/or dispositive power over such securities. Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. Read SEC document |
| March 05, 2019 Filed Mar 6, 2019 20:59 UTC | LILIS ENERGY, INC. LLEX · Entity 147943 | OtherSeries C-2 9.75% Non-Convertible Participating Preferred | 25,000 | Not disclosed | Not disclosed |
DisclosureSEC source: 0000899243-19-006567 · doc4.xml · nonDerivative · entry 3 Hicks George G · CIK 0001706059 · Director · 10% owner Varde Fund VI-A, L.P. · CIK 0001704987 · Director · 10% owner VARDE INVESTMENT PARTNERS LP · CIK 0001452534 · Director · 10% owner Varde Investment Partners G.P., LLC · CIK 0001704990 · Director · 10% owner VARDE PARTNERS LP · CIK 0001138267 · Director · 10% owner VARDE PARTNERS INC · CIK 0001054846 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See footnotes Disclosed balance after: 25,000 F3 · price: Also pursuant to the Transaction Agreement, the Issuer issued to the Varde Parties 7,750,000 shares of Common Stock as consideration for the amendment and restatement of (i) the Certificate of Designation of Preferences, Rights and Limitations of Series C-1 9.75% Convertible Participating Preferred Stock and Series C-2 9.75% Convertible Participating Preferred Stock (the "Series C Certificate of Designation") and (ii) the Certificate of Designation of Preferences, Rights and Limitations of Series D 8.25% Convertible Participating Preferred Stock (the "Series D Certificate of Designation"). F3 · ownership.nature: Also pursuant to the Transaction Agreement, the Issuer issued to the Varde Parties 7,750,000 shares of Common Stock as consideration for the amendment and restatement of (i) the Certificate of Designation of Preferences, Rights and Limitations of Series C-1 9.75% Convertible Participating Preferred Stock and Series C-2 9.75% Convertible Participating Preferred Stock (the "Series C Certificate of Designation") and (ii) the Certificate of Designation of Preferences, Rights and Limitations of Series D 8.25% Convertible Participating Preferred Stock (the "Series D Certificate of Designation"). F17 · ownership.nature: Reflects securities held directly or indirectly by Fund XI, Fund XII, Skyway Fund, Mini-Master, Varde Skyway Fund, VIPO, Fund VI-A and VIP. The Varde Fund XI G.P., LLC ("Fund XI GP") is the general partner of Fund XI. The Varde Fund XII G.P., L.P. ("Fund XII GP") is the general partner of Fund XII, and The Varde Fund XII UGP, LLC ("Fund XII UGP") is the general partner of Fund XII GP. The Varde Skyway Fund G.P., LLC ("Skyway Fund GP") is the general partner of Mini-Master and Varde Skyway Fund. Varde Investment Partners G.P., LLC ("VIP GP") is the general partner of VIPO. VIP GP is the general partner of Fund VI-A. VIP GP is the general partner of Fund VIP. Varde Partners, L.P. ("Managing Member") is the managing member of each of Fund XI GP, Fund XII UGP, Skyway Fund GP and VIP GP. Varde Partners, Inc. ("General Partner") is the general partner of the Managing Member. Following the transaction described above, F18 · ownership.nature: (Continued from Footnote 17) George G. Hicks may be deemed to beneficially own all of the securities which may be acquired upon conversion of the Series E Preferred Stock because, as the chief executive officer of the General Partner, he may be deemed to have voting and/or dispositive power over such securities. Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. Read SEC document |
| March 05, 2019 Filed Mar 6, 2019 20:59 UTC | LILIS ENERGY, INC. LLEX · Entity 147943 | OtherSeries C-1 9.75% Non-Convertible Participating Preferred | 100,000 | Not disclosed | Not disclosed |
DisclosureSEC source: 0000899243-19-006567 · doc4.xml · nonDerivative · entry 2 Hicks George G · CIK 0001706059 · Director · 10% owner Varde Fund VI-A, L.P. · CIK 0001704987 · Director · 10% owner VARDE INVESTMENT PARTNERS LP · CIK 0001452534 · Director · 10% owner Varde Investment Partners G.P., LLC · CIK 0001704990 · Director · 10% owner VARDE PARTNERS LP · CIK 0001138267 · Director · 10% owner VARDE PARTNERS INC · CIK 0001054846 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See footnotes Disclosed balance after: 100,000 F3 · price: Also pursuant to the Transaction Agreement, the Issuer issued to the Varde Parties 7,750,000 shares of Common Stock as consideration for the amendment and restatement of (i) the Certificate of Designation of Preferences, Rights and Limitations of Series C-1 9.75% Convertible Participating Preferred Stock and Series C-2 9.75% Convertible Participating Preferred Stock (the "Series C Certificate of Designation") and (ii) the Certificate of Designation of Preferences, Rights and Limitations of Series D 8.25% Convertible Participating Preferred Stock (the "Series D Certificate of Designation"). F3 · ownership.nature: Also pursuant to the Transaction Agreement, the Issuer issued to the Varde Parties 7,750,000 shares of Common Stock as consideration for the amendment and restatement of (i) the Certificate of Designation of Preferences, Rights and Limitations of Series C-1 9.75% Convertible Participating Preferred Stock and Series C-2 9.75% Convertible Participating Preferred Stock (the "Series C Certificate of Designation") and (ii) the Certificate of Designation of Preferences, Rights and Limitations of Series D 8.25% Convertible Participating Preferred Stock (the "Series D Certificate of Designation"). F17 · ownership.nature: Reflects securities held directly or indirectly by Fund XI, Fund XII, Skyway Fund, Mini-Master, Varde Skyway Fund, VIPO, Fund VI-A and VIP. The Varde Fund XI G.P., LLC ("Fund XI GP") is the general partner of Fund XI. The Varde Fund XII G.P., L.P. ("Fund XII GP") is the general partner of Fund XII, and The Varde Fund XII UGP, LLC ("Fund XII UGP") is the general partner of Fund XII GP. The Varde Skyway Fund G.P., LLC ("Skyway Fund GP") is the general partner of Mini-Master and Varde Skyway Fund. Varde Investment Partners G.P., LLC ("VIP GP") is the general partner of VIPO. VIP GP is the general partner of Fund VI-A. VIP GP is the general partner of Fund VIP. Varde Partners, L.P. ("Managing Member") is the managing member of each of Fund XI GP, Fund XII UGP, Skyway Fund GP and VIP GP. Varde Partners, Inc. ("General Partner") is the general partner of the Managing Member. Following the transaction described above, F18 · ownership.nature: (Continued from Footnote 17) George G. Hicks may be deemed to beneficially own all of the securities which may be acquired upon conversion of the Series E Preferred Stock because, as the chief executive officer of the General Partner, he may be deemed to have voting and/or dispositive power over such securities. Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. Read SEC document |
| March 05, 2019 Filed Mar 6, 2019 20:59 UTC | LILIS ENERGY, INC. LLEX · Entity 147943 | OtherCommon Stock | 17,641,638 | $1.88 | $33,166,279.44 |
DisclosureSEC source: 0000899243-19-006567 · doc4.xml · nonDerivative · entry 1 Hicks George G · CIK 0001706059 · Director · 10% owner Varde Fund VI-A, L.P. · CIK 0001704987 · Director · 10% owner VARDE INVESTMENT PARTNERS LP · CIK 0001452534 · Director · 10% owner Varde Investment Partners G.P., LLC · CIK 0001704990 · Director · 10% owner VARDE PARTNERS LP · CIK 0001138267 · Director · 10% owner VARDE PARTNERS INC · CIK 0001054846 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See footnote Disclosed balance after: 47,594,401 F1 · ownership.nature: Pursuant to the Transaction Agreement, dated as of March 5, 2019 (the "Transaction Agreement"), by and among the Issuer and The Varde Fund XI (Master), L.P. ("Fund XI"), The Varde Fund XII (Master), L.P. ("Fund XII"), The Varde Skyway Mini-Master Fund, L.P. ("Mini-Master"), The Varde Skyway Fund, L.P. ("Varde Skyway Fund"), Varde Investment Partners, L.P. ("VIP"), Varde Investment Partners (Offshore) Master, L.P. ("VIPO") and the Varde Fund VI-A L.P. ("Fund VI-A" and, collectively with Fund XI, Fund XII, VIP, VIPO, and Fund VI-A, the "Varde Parties"), the Issuer issued to the Varde Parties, as consideration for the termination of the Credit Agreement, dated as of April 26, 2017, by and among the Issuer, the lenders from time to time party thereto, the guarantors from time to time party thereto, Varde Partners, Inc. as lead lender, and Wilmington Trust, National Association, as Administrative Agent for the existing lenders (the "Term Loan Credit Agreement"), including the F2 · ownership.nature: (Continued from Footnote 1) cancellation of the convertible debt securities issued thereunder (the "Convertible Debt"), and the satisfaction in full of all indebtedness, liabilities and other Obligations (as defined in the Term Loan Credit Agreement), together with accrued and unpaid interest thereon and the Make-Whole Amount (as defined in the Term Loan Credit Agreement), (i) 9,891,638 shares of the Issuer's Common Stock, (ii) 60,000 shares of the Issuer's Series E 8.25% Convertible Participating Preferred Stock (the "Series E Preferred Stock"), and (iii) 55,000 shares of the Issuer's Series F 9.00% Participating Preferred Stock (the "Series F Preferred Stock"). F3 · ownership.nature: Also pursuant to the Transaction Agreement, the Issuer issued to the Varde Parties 7,750,000 shares of Common Stock as consideration for the amendment and restatement of (i) the Certificate of Designation of Preferences, Rights and Limitations of Series C-1 9.75% Convertible Participating Preferred Stock and Series C-2 9.75% Convertible Participating Preferred Stock (the "Series C Certificate of Designation") and (ii) the Certificate of Designation of Preferences, Rights and Limitations of Series D 8.25% Convertible Participating Preferred Stock (the "Series D Certificate of Designation"). F17 · ownership.nature: Reflects securities held directly or indirectly by Fund XI, Fund XII, Skyway Fund, Mini-Master, Varde Skyway Fund, VIPO, Fund VI-A and VIP. The Varde Fund XI G.P., LLC ("Fund XI GP") is the general partner of Fund XI. The Varde Fund XII G.P., L.P. ("Fund XII GP") is the general partner of Fund XII, and The Varde Fund XII UGP, LLC ("Fund XII UGP") is the general partner of Fund XII GP. The Varde Skyway Fund G.P., LLC ("Skyway Fund GP") is the general partner of Mini-Master and Varde Skyway Fund. Varde Investment Partners G.P., LLC ("VIP GP") is the general partner of VIPO. VIP GP is the general partner of Fund VI-A. VIP GP is the general partner of Fund VIP. Varde Partners, L.P. ("Managing Member") is the managing member of each of Fund XI GP, Fund XII UGP, Skyway Fund GP and VIP GP. Varde Partners, Inc. ("General Partner") is the general partner of the Managing Member. Following the transaction described above, F18 · ownership.nature: (Continued from Footnote 17) George G. Hicks may be deemed to beneficially own all of the securities which may be acquired upon conversion of the Series E Preferred Stock because, as the chief executive officer of the General Partner, he may be deemed to have voting and/or dispositive power over such securities. Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. Read SEC document |
| March 05, 2019 Filed Mar 6, 2019 20:50 UTC | LILIS ENERGY, INC. LLEX · Entity 147943 | OtherConvertible Debt · Derivative | 109,360,329 | $1.88 Strike: $5.50 | $205,597,418.52 |
DisclosureSEC source: 0000899243-19-006565 · doc4.xml · derivative · entry 10 Hicks George G · CIK 0001706059 · Director · 10% owner Varde Fund XI (Master), L.P. · CIK 0001704962 · Director · 10% owner Varde Fund XI G.P., LLC · CIK 0001704880 · Director · 10% owner Varde Fund XII (Master), L.P. · CIK 0001704882 · Director · 10% owner Varde Fund XII G.P., L.P. · CIK 0001704881 · Director · 10% owner Varde Fund XII UGP, LLC · CIK 0001704967 · Director · 10% owner Varde Skyway Mini-Master Fund, L.P. · CIK 0001768070 · Director · 10% owner Varde Skyway Fund, L.P. · CIK 0001648370 · Director · 10% owner Varde Skyway fund G.P., LLC · CIK 0001704964 · Director · 10% owner Varde Investment Partners (Offshore) Master, L.P. · CIK 0001705023 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See footnotes Disclosed balance after: 0 Underlying: Common Stock, $0.001 par value · 17,001,945 shares Expires 2021-04-26 F16 · derivative.underlying_shares: The amount reported reflects the amount of shares of Common Stock issuable upon conversion of the Convertible Debt as of March 1, 2019. F1 · ownership.nature: Pursuant to the Transaction Agreement, dated as of March 5, 2019 (the "Transaction Agreement"), by and among the Issuer and The Varde Fund XI (Master), L.P. ("Fund XI"), The Varde Fund XII (Master), L.P. ("Fund XII"), The Varde Skyway Mini-Master Fund, L.P. ("Mini-Master"), The Varde Skyway Fund, L.P. ("Varde Skyway Fund"), Varde Investment Partners, L.P. ("VIP"), Varde Investment Partners (Offshore) Master, L.P. ("VIPO") and the Varde Fund VI-A L.P. ("Fund VI-A" and, collectively with Fund XI, Fund XII, VIP, VIPO, and Fund VI-A, the "Varde Parties"), the Issuer issued to the Varde Parties, as consideration for the termination of the Credit Agreement, dated as of April 26, 2017, by and among the Issuer, the lenders from time to time party thereto, the guarantors from time to time party thereto, Varde Partners, Inc. as lead lender, and Wilmington Trust, National Association, as Administrative Agent for the existing lenders (the "Term Loan Credit Agreement"), including the F2 · ownership.nature: (Continued from Footnote 1) cancellation of the convertible debt securities issued thereunder (the "Convertible Debt"), and the satisfaction in full of all indebtedness, liabilities and other Obligations (as defined in the Term Loan Credit Agreement), together with accrued and unpaid interest thereon and the Make-Whole Amount (as defined in the Term Loan Credit Agreement), (i) 9,891,638 shares of the Issuer's Common Stock, (ii) 60,000 shares of the Issuer's Series E 8.25% Convertible Participating Preferred Stock (the "Series E Preferred Stock"), and (iii) 55,000 shares of the Issuer's Series F 9.00% Participating Preferred Stock (the "Series F Preferred Stock"). F16 · ownership.nature: The amount reported reflects the amount of shares of Common Stock issuable upon conversion of the Convertible Debt as of March 1, 2019. F17 · ownership.nature: Reflects securities held directly or indirectly by Fund XI, Fund XII, Skyway Fund, Mini-Master, Varde Skyway Fund, VIPO, Fund VI-A and VIP. The Varde Fund XI G.P., LLC ("Fund XI GP") is the general partner of Fund XI. The Varde Fund XII G.P., L.P. ("Fund XII GP") is the general partner of Fund XII, and The Varde Fund XII UGP, LLC ("Fund XII UGP") is the general partner of Fund XII GP. The Varde Skyway Fund G.P., LLC ("Skyway Fund GP") is the general partner of Mini-Master and Varde Skyway Fund. Varde Investment Partners G.P., LLC ("VIP GP") is the general partner of VIPO. VIP GP is the general partner of Fund VI-A. VIP GP is the general partner of Fund VIP. Varde Partners, L.P. ("Managing Member") is the managing member of each of Fund XI GP, Fund XII UGP, Skyway Fund GP and VIP GP. Varde Partners, Inc. ("General Partner") is the general partner of the Managing Member. Following the transaction described above, F18 · ownership.nature: (Continued from Footnote 17) George G. Hicks may be deemed to beneficially own all of the securities which may be acquired upon conversion of the Series E Preferred Stock because, as the chief executive officer of the General Partner, he may be deemed to have voting and/or dispositive power over such securities. Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. Read SEC document |
| March 05, 2019 Filed Mar 6, 2019 20:50 UTC | LILIS ENERGY, INC. LLEX · Entity 147943 | OtherSeries D 8.25% Convertible Participating Preferred Stock · Derivative | 39,254 | $1.88 Strike: $5.50 | $73,797.52 |
DisclosureSEC source: 0000899243-19-006565 · doc4.xml · derivative · entry 9 Hicks George G · CIK 0001706059 · Director · 10% owner Varde Fund XI (Master), L.P. · CIK 0001704962 · Director · 10% owner Varde Fund XI G.P., LLC · CIK 0001704880 · Director · 10% owner Varde Fund XII (Master), L.P. · CIK 0001704882 · Director · 10% owner Varde Fund XII G.P., L.P. · CIK 0001704881 · Director · 10% owner Varde Fund XII UGP, LLC · CIK 0001704967 · Director · 10% owner Varde Skyway Mini-Master Fund, L.P. · CIK 0001768070 · Director · 10% owner Varde Skyway Fund, L.P. · CIK 0001648370 · Director · 10% owner Varde Skyway fund G.P., LLC · CIK 0001704964 · Director · 10% owner Varde Investment Partners (Offshore) Master, L.P. · CIK 0001705023 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See footnotes Disclosed balance after: 0 Underlying: Common Stock, $0.001 par value · 8,661,146 shares Expires not disclosed F15 · derivative.expiration_date: The Series D Preferred Stock is perpetual and has no expiration date. F10 · derivative.underlying_shares: Prior to the amendment and restatement of the Series D Certificate of Designation as described in Footnote 3 above, the Issuer had the right to redeem the Series D Preferred Stock, in whole or in part, at any time (subject to certain limitations on partial redemptions), at a price per share equal to (i) stated value of $1,000, subject to increase in connection with the payment of dividends (the "Series D Stated Value") then in effect multiplied by 117.5%, plus (ii) accrued and unpaid dividends thereon and any other amounts payable by the Issuer in respect thereof (the "Series D Optional Redemption Amount"). Prior to the amendment and restatement of the Series D Certificate of Designation, each share of Series D Preferred Stock was convertible at any time at the option of the holder into a number of shares of Common Stock equal to F11 · derivative.underlying_shares: (Continued from Footnote 10) (i) the applicable Series D Optional Redemption Amount divided by (ii) a conversion price of $5.50, subject to adjustment (the "Series D Conversion Price"). The amount reported reflects the amount of shares of Common Stock issuable upon conversion of the Series D Preferred Stock as of March 1, 2019, based on a Series D Conversion Price of $5.50 and a Series D Optional Redemption Amount of 117.5% of the Series D Stated Value. F3 · ownership.nature: Also pursuant to the Transaction Agreement, the Issuer issued to the Varde Parties 7,750,000 shares of Common Stock as consideration for the amendment and restatement of (i) the Certificate of Designation of Preferences, Rights and Limitations of Series C-1 9.75% Convertible Participating Preferred Stock and Series C-2 9.75% Convertible Participating Preferred Stock (the "Series C Certificate of Designation") and (ii) the Certificate of Designation of Preferences, Rights and Limitations of Series D 8.25% Convertible Participating Preferred Stock (the "Series D Certificate of Designation"). F17 · ownership.nature: Reflects securities held directly or indirectly by Fund XI, Fund XII, Skyway Fund, Mini-Master, Varde Skyway Fund, VIPO, Fund VI-A and VIP. The Varde Fund XI G.P., LLC ("Fund XI GP") is the general partner of Fund XI. The Varde Fund XII G.P., L.P. ("Fund XII GP") is the general partner of Fund XII, and The Varde Fund XII UGP, LLC ("Fund XII UGP") is the general partner of Fund XII GP. The Varde Skyway Fund G.P., LLC ("Skyway Fund GP") is the general partner of Mini-Master and Varde Skyway Fund. Varde Investment Partners G.P., LLC ("VIP GP") is the general partner of VIPO. VIP GP is the general partner of Fund VI-A. VIP GP is the general partner of Fund VIP. Varde Partners, L.P. ("Managing Member") is the managing member of each of Fund XI GP, Fund XII UGP, Skyway Fund GP and VIP GP. Varde Partners, Inc. ("General Partner") is the general partner of the Managing Member. Following the transaction described above, F18 · ownership.nature: (Continued from Footnote 17) George G. Hicks may be deemed to beneficially own all of the securities which may be acquired upon conversion of the Series E Preferred Stock because, as the chief executive officer of the General Partner, he may be deemed to have voting and/or dispositive power over such securities. Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. Read SEC document |
| March 05, 2019 Filed Mar 6, 2019 20:50 UTC | LILIS ENERGY, INC. LLEX · Entity 147943 | OtherSeries C-2 9.75% Convertible Participating Preferred Stock · Derivative | 25,000 | $1.88 Strike: $6.15 | $47,000.00 |
DisclosureSEC source: 0000899243-19-006565 · doc4.xml · derivative · entry 8 Hicks George G · CIK 0001706059 · Director · 10% owner Varde Fund XI (Master), L.P. · CIK 0001704962 · Director · 10% owner Varde Fund XI G.P., LLC · CIK 0001704880 · Director · 10% owner Varde Fund XII (Master), L.P. · CIK 0001704882 · Director · 10% owner Varde Fund XII G.P., L.P. · CIK 0001704881 · Director · 10% owner Varde Fund XII UGP, LLC · CIK 0001704967 · Director · 10% owner Varde Skyway Mini-Master Fund, L.P. · CIK 0001768070 · Director · 10% owner Varde Skyway Fund, L.P. · CIK 0001648370 · Director · 10% owner Varde Skyway fund G.P., LLC · CIK 0001704964 · Director · 10% owner Varde Investment Partners (Offshore) Master, L.P. · CIK 0001705023 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See footnotes Disclosed balance after: 0 Underlying: Common Stock, $0.001 par value · 5,278,553 shares Expires not disclosed F14 · derivative.expiration_date: The Series C-2 Preferred Stock is perpetual and has no expiration date. F8 · derivative.underlying_shares: Prior to the amendment and restatement of the Series C Certificate of Designation as described in Footnote 3 above, the Issuer had the right to redeem the Series C-2 Preferred Stock, in whole or in part, at any time (subject to certain limitations on partial redemptions), at a price per share equal to (i) stated value of $1,000, subject to increase in connection with the payment of dividends (the "Series C-2 Stated Value") then in effect multiplied by (a) 120% if redeemed during 2018, (b) 125% if redeemed during 2019, or (c) 130% if redeemed after 2019 plus (ii) accrued and unpaid dividends thereon and any other amounts payable by the Issuer in respect thereof (the "Series C-2 Optional Redemption Amount"). Prior to the amendment and restatement of the Series C Certificate of Designation, each share of Series C-2 Preferred Stock was convertible at any time at the option of the holder into a number of shares of Common Stock equal to F9 · derivative.underlying_shares: (Continued from Footnote 8) (i) the applicable Series C-1 Optional Redemption Amount divided by (ii) a conversion price of $6.15, subject to adjustment (the "Series C-2 Conversion Price"). The amount reported reflects the amount of shares of Common Stock issuable upon conversion of the Series C-2 Preferred Stock as of March 1, 2019, based on a Series C-2 Conversion Price of $6.15 and a Series C-2 Optional Redemption Amount of 125% of the Series C-2 Stated Value. F3 · ownership.nature: Also pursuant to the Transaction Agreement, the Issuer issued to the Varde Parties 7,750,000 shares of Common Stock as consideration for the amendment and restatement of (i) the Certificate of Designation of Preferences, Rights and Limitations of Series C-1 9.75% Convertible Participating Preferred Stock and Series C-2 9.75% Convertible Participating Preferred Stock (the "Series C Certificate of Designation") and (ii) the Certificate of Designation of Preferences, Rights and Limitations of Series D 8.25% Convertible Participating Preferred Stock (the "Series D Certificate of Designation"). F17 · ownership.nature: Reflects securities held directly or indirectly by Fund XI, Fund XII, Skyway Fund, Mini-Master, Varde Skyway Fund, VIPO, Fund VI-A and VIP. The Varde Fund XI G.P., LLC ("Fund XI GP") is the general partner of Fund XI. The Varde Fund XII G.P., L.P. ("Fund XII GP") is the general partner of Fund XII, and The Varde Fund XII UGP, LLC ("Fund XII UGP") is the general partner of Fund XII GP. The Varde Skyway Fund G.P., LLC ("Skyway Fund GP") is the general partner of Mini-Master and Varde Skyway Fund. Varde Investment Partners G.P., LLC ("VIP GP") is the general partner of VIPO. VIP GP is the general partner of Fund VI-A. VIP GP is the general partner of Fund VIP. Varde Partners, L.P. ("Managing Member") is the managing member of each of Fund XI GP, Fund XII UGP, Skyway Fund GP and VIP GP. Varde Partners, Inc. ("General Partner") is the general partner of the Managing Member. Following the transaction described above, F18 · ownership.nature: (Continued from Footnote 17) George G. Hicks may be deemed to beneficially own all of the securities which may be acquired upon conversion of the Series E Preferred Stock because, as the chief executive officer of the General Partner, he may be deemed to have voting and/or dispositive power over such securities. Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. Read SEC document |
| March 05, 2019 Filed Mar 6, 2019 20:50 UTC | LILIS ENERGY, INC. LLEX · Entity 147943 | OtherSeries C-1 9.75% Convertible Participating Preferred Stock · Derivative | 100,000 | $1.88 Strike: $6.15 | $188,000.00 |
DisclosureSEC source: 0000899243-19-006565 · doc4.xml · derivative · entry 7 Hicks George G · CIK 0001706059 · Director · 10% owner Varde Fund XI (Master), L.P. · CIK 0001704962 · Director · 10% owner Varde Fund XI G.P., LLC · CIK 0001704880 · Director · 10% owner Varde Fund XII (Master), L.P. · CIK 0001704882 · Director · 10% owner Varde Fund XII G.P., L.P. · CIK 0001704881 · Director · 10% owner Varde Fund XII UGP, LLC · CIK 0001704967 · Director · 10% owner Varde Skyway Mini-Master Fund, L.P. · CIK 0001768070 · Director · 10% owner Varde Skyway Fund, L.P. · CIK 0001648370 · Director · 10% owner Varde Skyway fund G.P., LLC · CIK 0001704964 · Director · 10% owner Varde Investment Partners (Offshore) Master, L.P. · CIK 0001705023 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See footnotes Disclosed balance after: 0 Underlying: Common Stock, $0.001 par value · 22,557,822 shares Expires not disclosed F13 · derivative.expiration_date: The Series C-1 Preferred Stock is perpetual and has no expiration date. F6 · derivative.underlying_shares: Prior to the amendment and restatement of the Series C Certificate of Designation as described in Footnote 3 above, the Issuer had the right to redeem the Series C-1 Preferred Stock, in whole or in part, at any time (subject to certain limitations on partial redemptions), at a price per share equal to (i) stated value of $1,000, subject to increase in connection with the payment of dividends (the "Series C-1 Stated Value") then in effect multiplied by (a) 120% if redeemed during 2018, (b) 125% if redeemed during 2019, or (c) 130% if redeemed after 2019 plus (ii) accrued and unpaid dividends thereon and any other amounts payable by the Issuer in respect thereof (the "Series C-1 Optional Redemption Amount"). Prior to the amendment and restatement of the Series C Certificate of Designation, each share of Series C-1 Preferred Stock was convertible at any time at the option of the holder into a number of shares of Common Stock equal to F7 · derivative.underlying_shares: (Continued from Footnote 6) (i) the applicable Series C-1 Optional Redemption Amount divided by (ii) a conversion price of $6.15, subject to adjustment (the "Series C-1 Conversion Price"). The amount reported reflects the amount of shares of Common Stock issuable upon conversion of the Series C-1 Preferred Stock as of March 1, 2019, based on a Series C-1 Conversion Price of $6.15 and a Series C-1 Optional Redemption Amount of 125% of the Series C-1 Stated Value. F3 · ownership.nature: Also pursuant to the Transaction Agreement, the Issuer issued to the Varde Parties 7,750,000 shares of Common Stock as consideration for the amendment and restatement of (i) the Certificate of Designation of Preferences, Rights and Limitations of Series C-1 9.75% Convertible Participating Preferred Stock and Series C-2 9.75% Convertible Participating Preferred Stock (the "Series C Certificate of Designation") and (ii) the Certificate of Designation of Preferences, Rights and Limitations of Series D 8.25% Convertible Participating Preferred Stock (the "Series D Certificate of Designation"). F17 · ownership.nature: Reflects securities held directly or indirectly by Fund XI, Fund XII, Skyway Fund, Mini-Master, Varde Skyway Fund, VIPO, Fund VI-A and VIP. The Varde Fund XI G.P., LLC ("Fund XI GP") is the general partner of Fund XI. The Varde Fund XII G.P., L.P. ("Fund XII GP") is the general partner of Fund XII, and The Varde Fund XII UGP, LLC ("Fund XII UGP") is the general partner of Fund XII GP. The Varde Skyway Fund G.P., LLC ("Skyway Fund GP") is the general partner of Mini-Master and Varde Skyway Fund. Varde Investment Partners G.P., LLC ("VIP GP") is the general partner of VIPO. VIP GP is the general partner of Fund VI-A. VIP GP is the general partner of Fund VIP. Varde Partners, L.P. ("Managing Member") is the managing member of each of Fund XI GP, Fund XII UGP, Skyway Fund GP and VIP GP. Varde Partners, Inc. ("General Partner") is the general partner of the Managing Member. Following the transaction described above, F18 · ownership.nature: (Continued from Footnote 17) George G. Hicks may be deemed to beneficially own all of the securities which may be acquired upon conversion of the Series E Preferred Stock because, as the chief executive officer of the General Partner, he may be deemed to have voting and/or dispositive power over such securities. Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. Read SEC document |
| March 05, 2019 Filed Mar 6, 2019 20:50 UTC | LILIS ENERGY, INC. LLEX · Entity 147943 | OtherSeries E 8.25% Convertible Participating Preferred Stock · Derivative | 60,000 | $1,000.00 Strike: $2.50 | $60,000,000.00 |
DisclosureSEC source: 0000899243-19-006565 · doc4.xml · derivative · entry 6 Hicks George G · CIK 0001706059 · Director · 10% owner Varde Fund XI (Master), L.P. · CIK 0001704962 · Director · 10% owner Varde Fund XI G.P., LLC · CIK 0001704880 · Director · 10% owner Varde Fund XII (Master), L.P. · CIK 0001704882 · Director · 10% owner Varde Fund XII G.P., L.P. · CIK 0001704881 · Director · 10% owner Varde Fund XII UGP, LLC · CIK 0001704967 · Director · 10% owner Varde Skyway Mini-Master Fund, L.P. · CIK 0001768070 · Director · 10% owner Varde Skyway Fund, L.P. · CIK 0001648370 · Director · 10% owner Varde Skyway fund G.P., LLC · CIK 0001704964 · Director · 10% owner Varde Investment Partners (Offshore) Master, L.P. · CIK 0001705023 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See footnotes Disclosed balance after: 60,000 Underlying: Common Stock, $0.001 par value · 24,000,000 shares Expires not disclosed F12 · derivative.expiration_date: The Series E Preferred Stock is perpetual and has no expiration date. F4 · derivative.underlying_shares: The amount reported reflects the amount of shares of Common Stock issuable upon conversion of the Series E Preferred Stock. The Issuer has the right to redeem the Series E Preferred Stock, in whole or in part, at any time (subject to certain limitations on partial redemptions), at a price per share equal to (i) stated value of $1,000, subject to increase in connection with the payment of dividends (the "Series E Stated Value") then in effect multiplied by (a) 110% if redeemed on or prior to the first anniversary of March 5, 2019 (the "Original Issue Date"), (b) 105% if redeemed after the first anniversary of the Original Issue Date and on or prior to the second anniversary of the Original Issue Date or (c) 100% if redeemed after the second anniversary of the Original Issue Date, plus (ii) accrued and unpaid dividends thereon and any other amounts payable by the Issuer in respect thereof (the "Series E Optional Redemption Amount"). F5 · derivative.underlying_shares: (Continued from Footnote 4). Each share of Series E Preferred Stock is convertible at any time at the option of the holder into a number of shares of Common Stock equal to (i) the applicable Series E Optional Redemption Amount divided by (ii) a conversion price of $2.50, subject to adjustment (the "Series E Conversion Price"). Following the closing of the Transaction Agreement, the aggregate number of shares of Series E Preferred Stock became immediately convertible into 24,000,000 shares of Common Stock, based on an initial Series E Conversion Price of $2.50 and the initial Series E Optional Redemption Amount of 110% of the Series E Stated Value. F1 · ownership.nature: Pursuant to the Transaction Agreement, dated as of March 5, 2019 (the "Transaction Agreement"), by and among the Issuer and The Varde Fund XI (Master), L.P. ("Fund XI"), The Varde Fund XII (Master), L.P. ("Fund XII"), The Varde Skyway Mini-Master Fund, L.P. ("Mini-Master"), The Varde Skyway Fund, L.P. ("Varde Skyway Fund"), Varde Investment Partners, L.P. ("VIP"), Varde Investment Partners (Offshore) Master, L.P. ("VIPO") and the Varde Fund VI-A L.P. ("Fund VI-A" and, collectively with Fund XI, Fund XII, VIP, VIPO, and Fund VI-A, the "Varde Parties"), the Issuer issued to the Varde Parties, as consideration for the termination of the Credit Agreement, dated as of April 26, 2017, by and among the Issuer, the lenders from time to time party thereto, the guarantors from time to time party thereto, Varde Partners, Inc. as lead lender, and Wilmington Trust, National Association, as Administrative Agent for the existing lenders (the "Term Loan Credit Agreement"), including the F2 · ownership.nature: (Continued from Footnote 1) cancellation of the convertible debt securities issued thereunder (the "Convertible Debt"), and the satisfaction in full of all indebtedness, liabilities and other Obligations (as defined in the Term Loan Credit Agreement), together with accrued and unpaid interest thereon and the Make-Whole Amount (as defined in the Term Loan Credit Agreement), (i) 9,891,638 shares of the Issuer's Common Stock, (ii) 60,000 shares of the Issuer's Series E 8.25% Convertible Participating Preferred Stock (the "Series E Preferred Stock"), and (iii) 55,000 shares of the Issuer's Series F 9.00% Participating Preferred Stock (the "Series F Preferred Stock"). F4 · ownership.nature: The amount reported reflects the amount of shares of Common Stock issuable upon conversion of the Series E Preferred Stock. The Issuer has the right to redeem the Series E Preferred Stock, in whole or in part, at any time (subject to certain limitations on partial redemptions), at a price per share equal to (i) stated value of $1,000, subject to increase in connection with the payment of dividends (the "Series E Stated Value") then in effect multiplied by (a) 110% if redeemed on or prior to the first anniversary of March 5, 2019 (the "Original Issue Date"), (b) 105% if redeemed after the first anniversary of the Original Issue Date and on or prior to the second anniversary of the Original Issue Date or (c) 100% if redeemed after the second anniversary of the Original Issue Date, plus (ii) accrued and unpaid dividends thereon and any other amounts payable by the Issuer in respect thereof (the "Series E Optional Redemption Amount"). F5 · ownership.nature: (Continued from Footnote 4). Each share of Series E Preferred Stock is convertible at any time at the option of the holder into a number of shares of Common Stock equal to (i) the applicable Series E Optional Redemption Amount divided by (ii) a conversion price of $2.50, subject to adjustment (the "Series E Conversion Price"). Following the closing of the Transaction Agreement, the aggregate number of shares of Series E Preferred Stock became immediately convertible into 24,000,000 shares of Common Stock, based on an initial Series E Conversion Price of $2.50 and the initial Series E Optional Redemption Amount of 110% of the Series E Stated Value. F17 · ownership.nature: Reflects securities held directly or indirectly by Fund XI, Fund XII, Skyway Fund, Mini-Master, Varde Skyway Fund, VIPO, Fund VI-A and VIP. The Varde Fund XI G.P., LLC ("Fund XI GP") is the general partner of Fund XI. The Varde Fund XII G.P., L.P. ("Fund XII GP") is the general partner of Fund XII, and The Varde Fund XII UGP, LLC ("Fund XII UGP") is the general partner of Fund XII GP. The Varde Skyway Fund G.P., LLC ("Skyway Fund GP") is the general partner of Mini-Master and Varde Skyway Fund. Varde Investment Partners G.P., LLC ("VIP GP") is the general partner of VIPO. VIP GP is the general partner of Fund VI-A. VIP GP is the general partner of Fund VIP. Varde Partners, L.P. ("Managing Member") is the managing member of each of Fund XI GP, Fund XII UGP, Skyway Fund GP and VIP GP. Varde Partners, Inc. ("General Partner") is the general partner of the Managing Member. Following the transaction described above, F18 · ownership.nature: (Continued from Footnote 17) George G. Hicks may be deemed to beneficially own all of the securities which may be acquired upon conversion of the Series E Preferred Stock because, as the chief executive officer of the General Partner, he may be deemed to have voting and/or dispositive power over such securities. Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. Read SEC document |
| March 05, 2019 Filed Mar 6, 2019 20:50 UTC | LILIS ENERGY, INC. LLEX · Entity 147943 | OtherSeries F 9.00% Participating Preferred Stock | 55,000 | $1,000.00 | $55,000,000.00 |
DisclosureSEC source: 0000899243-19-006565 · doc4.xml · nonDerivative · entry 5 Hicks George G · CIK 0001706059 · Director · 10% owner Varde Fund XI (Master), L.P. · CIK 0001704962 · Director · 10% owner Varde Fund XI G.P., LLC · CIK 0001704880 · Director · 10% owner Varde Fund XII (Master), L.P. · CIK 0001704882 · Director · 10% owner Varde Fund XII G.P., L.P. · CIK 0001704881 · Director · 10% owner Varde Fund XII UGP, LLC · CIK 0001704967 · Director · 10% owner Varde Skyway Mini-Master Fund, L.P. · CIK 0001768070 · Director · 10% owner Varde Skyway Fund, L.P. · CIK 0001648370 · Director · 10% owner Varde Skyway fund G.P., LLC · CIK 0001704964 · Director · 10% owner Varde Investment Partners (Offshore) Master, L.P. · CIK 0001705023 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See footnotes Disclosed balance after: 55,000 F1 · ownership.nature: Pursuant to the Transaction Agreement, dated as of March 5, 2019 (the "Transaction Agreement"), by and among the Issuer and The Varde Fund XI (Master), L.P. ("Fund XI"), The Varde Fund XII (Master), L.P. ("Fund XII"), The Varde Skyway Mini-Master Fund, L.P. ("Mini-Master"), The Varde Skyway Fund, L.P. ("Varde Skyway Fund"), Varde Investment Partners, L.P. ("VIP"), Varde Investment Partners (Offshore) Master, L.P. ("VIPO") and the Varde Fund VI-A L.P. ("Fund VI-A" and, collectively with Fund XI, Fund XII, VIP, VIPO, and Fund VI-A, the "Varde Parties"), the Issuer issued to the Varde Parties, as consideration for the termination of the Credit Agreement, dated as of April 26, 2017, by and among the Issuer, the lenders from time to time party thereto, the guarantors from time to time party thereto, Varde Partners, Inc. as lead lender, and Wilmington Trust, National Association, as Administrative Agent for the existing lenders (the "Term Loan Credit Agreement"), including the F2 · ownership.nature: (Continued from Footnote 1) cancellation of the convertible debt securities issued thereunder (the "Convertible Debt"), and the satisfaction in full of all indebtedness, liabilities and other Obligations (as defined in the Term Loan Credit Agreement), together with accrued and unpaid interest thereon and the Make-Whole Amount (as defined in the Term Loan Credit Agreement), (i) 9,891,638 shares of the Issuer's Common Stock, (ii) 60,000 shares of the Issuer's Series E 8.25% Convertible Participating Preferred Stock (the "Series E Preferred Stock"), and (iii) 55,000 shares of the Issuer's Series F 9.00% Participating Preferred Stock (the "Series F Preferred Stock"). F17 · ownership.nature: Reflects securities held directly or indirectly by Fund XI, Fund XII, Skyway Fund, Mini-Master, Varde Skyway Fund, VIPO, Fund VI-A and VIP. The Varde Fund XI G.P., LLC ("Fund XI GP") is the general partner of Fund XI. The Varde Fund XII G.P., L.P. ("Fund XII GP") is the general partner of Fund XII, and The Varde Fund XII UGP, LLC ("Fund XII UGP") is the general partner of Fund XII GP. The Varde Skyway Fund G.P., LLC ("Skyway Fund GP") is the general partner of Mini-Master and Varde Skyway Fund. Varde Investment Partners G.P., LLC ("VIP GP") is the general partner of VIPO. VIP GP is the general partner of Fund VI-A. VIP GP is the general partner of Fund VIP. Varde Partners, L.P. ("Managing Member") is the managing member of each of Fund XI GP, Fund XII UGP, Skyway Fund GP and VIP GP. Varde Partners, Inc. ("General Partner") is the general partner of the Managing Member. Following the transaction described above, F18 · ownership.nature: (Continued from Footnote 17) George G. Hicks may be deemed to beneficially own all of the securities which may be acquired upon conversion of the Series E Preferred Stock because, as the chief executive officer of the General Partner, he may be deemed to have voting and/or dispositive power over such securities. Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. Read SEC document |
| March 05, 2019 Filed Mar 6, 2019 20:50 UTC | LILIS ENERGY, INC. LLEX · Entity 147943 | OtherSeries D 8.25% Non-Convertible Participating Preferred Stock | 39,254 | Not disclosed | Not disclosed |
DisclosureSEC source: 0000899243-19-006565 · doc4.xml · nonDerivative · entry 4 Hicks George G · CIK 0001706059 · Director · 10% owner Varde Fund XI (Master), L.P. · CIK 0001704962 · Director · 10% owner Varde Fund XI G.P., LLC · CIK 0001704880 · Director · 10% owner Varde Fund XII (Master), L.P. · CIK 0001704882 · Director · 10% owner Varde Fund XII G.P., L.P. · CIK 0001704881 · Director · 10% owner Varde Fund XII UGP, LLC · CIK 0001704967 · Director · 10% owner Varde Skyway Mini-Master Fund, L.P. · CIK 0001768070 · Director · 10% owner Varde Skyway Fund, L.P. · CIK 0001648370 · Director · 10% owner Varde Skyway fund G.P., LLC · CIK 0001704964 · Director · 10% owner Varde Investment Partners (Offshore) Master, L.P. · CIK 0001705023 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See footnotes Disclosed balance after: 39,254 F3 · price: Also pursuant to the Transaction Agreement, the Issuer issued to the Varde Parties 7,750,000 shares of Common Stock as consideration for the amendment and restatement of (i) the Certificate of Designation of Preferences, Rights and Limitations of Series C-1 9.75% Convertible Participating Preferred Stock and Series C-2 9.75% Convertible Participating Preferred Stock (the "Series C Certificate of Designation") and (ii) the Certificate of Designation of Preferences, Rights and Limitations of Series D 8.25% Convertible Participating Preferred Stock (the "Series D Certificate of Designation"). F3 · ownership.nature: Also pursuant to the Transaction Agreement, the Issuer issued to the Varde Parties 7,750,000 shares of Common Stock as consideration for the amendment and restatement of (i) the Certificate of Designation of Preferences, Rights and Limitations of Series C-1 9.75% Convertible Participating Preferred Stock and Series C-2 9.75% Convertible Participating Preferred Stock (the "Series C Certificate of Designation") and (ii) the Certificate of Designation of Preferences, Rights and Limitations of Series D 8.25% Convertible Participating Preferred Stock (the "Series D Certificate of Designation"). F17 · ownership.nature: Reflects securities held directly or indirectly by Fund XI, Fund XII, Skyway Fund, Mini-Master, Varde Skyway Fund, VIPO, Fund VI-A and VIP. The Varde Fund XI G.P., LLC ("Fund XI GP") is the general partner of Fund XI. The Varde Fund XII G.P., L.P. ("Fund XII GP") is the general partner of Fund XII, and The Varde Fund XII UGP, LLC ("Fund XII UGP") is the general partner of Fund XII GP. The Varde Skyway Fund G.P., LLC ("Skyway Fund GP") is the general partner of Mini-Master and Varde Skyway Fund. Varde Investment Partners G.P., LLC ("VIP GP") is the general partner of VIPO. VIP GP is the general partner of Fund VI-A. VIP GP is the general partner of Fund VIP. Varde Partners, L.P. ("Managing Member") is the managing member of each of Fund XI GP, Fund XII UGP, Skyway Fund GP and VIP GP. Varde Partners, Inc. ("General Partner") is the general partner of the Managing Member. Following the transaction described above, F18 · ownership.nature: (Continued from Footnote 17) George G. Hicks may be deemed to beneficially own all of the securities which may be acquired upon conversion of the Series E Preferred Stock because, as the chief executive officer of the General Partner, he may be deemed to have voting and/or dispositive power over such securities. Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. Read SEC document |
| March 05, 2019 Filed Mar 6, 2019 20:50 UTC | LILIS ENERGY, INC. LLEX · Entity 147943 | OtherSeries C-2 9.75% Non-Convertible Participating Preferred | 25,000 | Not disclosed | Not disclosed |
DisclosureSEC source: 0000899243-19-006565 · doc4.xml · nonDerivative · entry 3 Hicks George G · CIK 0001706059 · Director · 10% owner Varde Fund XI (Master), L.P. · CIK 0001704962 · Director · 10% owner Varde Fund XI G.P., LLC · CIK 0001704880 · Director · 10% owner Varde Fund XII (Master), L.P. · CIK 0001704882 · Director · 10% owner Varde Fund XII G.P., L.P. · CIK 0001704881 · Director · 10% owner Varde Fund XII UGP, LLC · CIK 0001704967 · Director · 10% owner Varde Skyway Mini-Master Fund, L.P. · CIK 0001768070 · Director · 10% owner Varde Skyway Fund, L.P. · CIK 0001648370 · Director · 10% owner Varde Skyway fund G.P., LLC · CIK 0001704964 · Director · 10% owner Varde Investment Partners (Offshore) Master, L.P. · CIK 0001705023 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See footnotes Disclosed balance after: 25,000 F3 · price: Also pursuant to the Transaction Agreement, the Issuer issued to the Varde Parties 7,750,000 shares of Common Stock as consideration for the amendment and restatement of (i) the Certificate of Designation of Preferences, Rights and Limitations of Series C-1 9.75% Convertible Participating Preferred Stock and Series C-2 9.75% Convertible Participating Preferred Stock (the "Series C Certificate of Designation") and (ii) the Certificate of Designation of Preferences, Rights and Limitations of Series D 8.25% Convertible Participating Preferred Stock (the "Series D Certificate of Designation"). F3 · ownership.nature: Also pursuant to the Transaction Agreement, the Issuer issued to the Varde Parties 7,750,000 shares of Common Stock as consideration for the amendment and restatement of (i) the Certificate of Designation of Preferences, Rights and Limitations of Series C-1 9.75% Convertible Participating Preferred Stock and Series C-2 9.75% Convertible Participating Preferred Stock (the "Series C Certificate of Designation") and (ii) the Certificate of Designation of Preferences, Rights and Limitations of Series D 8.25% Convertible Participating Preferred Stock (the "Series D Certificate of Designation"). F17 · ownership.nature: Reflects securities held directly or indirectly by Fund XI, Fund XII, Skyway Fund, Mini-Master, Varde Skyway Fund, VIPO, Fund VI-A and VIP. The Varde Fund XI G.P., LLC ("Fund XI GP") is the general partner of Fund XI. The Varde Fund XII G.P., L.P. ("Fund XII GP") is the general partner of Fund XII, and The Varde Fund XII UGP, LLC ("Fund XII UGP") is the general partner of Fund XII GP. The Varde Skyway Fund G.P., LLC ("Skyway Fund GP") is the general partner of Mini-Master and Varde Skyway Fund. Varde Investment Partners G.P., LLC ("VIP GP") is the general partner of VIPO. VIP GP is the general partner of Fund VI-A. VIP GP is the general partner of Fund VIP. Varde Partners, L.P. ("Managing Member") is the managing member of each of Fund XI GP, Fund XII UGP, Skyway Fund GP and VIP GP. Varde Partners, Inc. ("General Partner") is the general partner of the Managing Member. Following the transaction described above, F18 · ownership.nature: (Continued from Footnote 17) George G. Hicks may be deemed to beneficially own all of the securities which may be acquired upon conversion of the Series E Preferred Stock because, as the chief executive officer of the General Partner, he may be deemed to have voting and/or dispositive power over such securities. Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. Read SEC document |
| March 05, 2019 Filed Mar 6, 2019 20:50 UTC | LILIS ENERGY, INC. LLEX · Entity 147943 | OtherSeries C-1 9.75% Non-Convertible Participating Preferred | 100,000 | Not disclosed | Not disclosed |
DisclosureSEC source: 0000899243-19-006565 · doc4.xml · nonDerivative · entry 2 Hicks George G · CIK 0001706059 · Director · 10% owner Varde Fund XI (Master), L.P. · CIK 0001704962 · Director · 10% owner Varde Fund XI G.P., LLC · CIK 0001704880 · Director · 10% owner Varde Fund XII (Master), L.P. · CIK 0001704882 · Director · 10% owner Varde Fund XII G.P., L.P. · CIK 0001704881 · Director · 10% owner Varde Fund XII UGP, LLC · CIK 0001704967 · Director · 10% owner Varde Skyway Mini-Master Fund, L.P. · CIK 0001768070 · Director · 10% owner Varde Skyway Fund, L.P. · CIK 0001648370 · Director · 10% owner Varde Skyway fund G.P., LLC · CIK 0001704964 · Director · 10% owner Varde Investment Partners (Offshore) Master, L.P. · CIK 0001705023 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See footnotes Disclosed balance after: 100,000 F3 · price: Also pursuant to the Transaction Agreement, the Issuer issued to the Varde Parties 7,750,000 shares of Common Stock as consideration for the amendment and restatement of (i) the Certificate of Designation of Preferences, Rights and Limitations of Series C-1 9.75% Convertible Participating Preferred Stock and Series C-2 9.75% Convertible Participating Preferred Stock (the "Series C Certificate of Designation") and (ii) the Certificate of Designation of Preferences, Rights and Limitations of Series D 8.25% Convertible Participating Preferred Stock (the "Series D Certificate of Designation"). F3 · ownership.nature: Also pursuant to the Transaction Agreement, the Issuer issued to the Varde Parties 7,750,000 shares of Common Stock as consideration for the amendment and restatement of (i) the Certificate of Designation of Preferences, Rights and Limitations of Series C-1 9.75% Convertible Participating Preferred Stock and Series C-2 9.75% Convertible Participating Preferred Stock (the "Series C Certificate of Designation") and (ii) the Certificate of Designation of Preferences, Rights and Limitations of Series D 8.25% Convertible Participating Preferred Stock (the "Series D Certificate of Designation"). F17 · ownership.nature: Reflects securities held directly or indirectly by Fund XI, Fund XII, Skyway Fund, Mini-Master, Varde Skyway Fund, VIPO, Fund VI-A and VIP. The Varde Fund XI G.P., LLC ("Fund XI GP") is the general partner of Fund XI. The Varde Fund XII G.P., L.P. ("Fund XII GP") is the general partner of Fund XII, and The Varde Fund XII UGP, LLC ("Fund XII UGP") is the general partner of Fund XII GP. The Varde Skyway Fund G.P., LLC ("Skyway Fund GP") is the general partner of Mini-Master and Varde Skyway Fund. Varde Investment Partners G.P., LLC ("VIP GP") is the general partner of VIPO. VIP GP is the general partner of Fund VI-A. VIP GP is the general partner of Fund VIP. Varde Partners, L.P. ("Managing Member") is the managing member of each of Fund XI GP, Fund XII UGP, Skyway Fund GP and VIP GP. Varde Partners, Inc. ("General Partner") is the general partner of the Managing Member. Following the transaction described above, F18 · ownership.nature: (Continued from Footnote 17) George G. Hicks may be deemed to beneficially own all of the securities which may be acquired upon conversion of the Series E Preferred Stock because, as the chief executive officer of the General Partner, he may be deemed to have voting and/or dispositive power over such securities. Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. Read SEC document |
| March 05, 2019 Filed Mar 6, 2019 20:50 UTC | LILIS ENERGY, INC. LLEX · Entity 147943 | OtherCommon Stock | 17,641,638 | $1.88 | $33,166,279.44 |
DisclosureSEC source: 0000899243-19-006565 · doc4.xml · nonDerivative · entry 1 Hicks George G · CIK 0001706059 · Director · 10% owner Varde Fund XI (Master), L.P. · CIK 0001704962 · Director · 10% owner Varde Fund XI G.P., LLC · CIK 0001704880 · Director · 10% owner Varde Fund XII (Master), L.P. · CIK 0001704882 · Director · 10% owner Varde Fund XII G.P., L.P. · CIK 0001704881 · Director · 10% owner Varde Fund XII UGP, LLC · CIK 0001704967 · Director · 10% owner Varde Skyway Mini-Master Fund, L.P. · CIK 0001768070 · Director · 10% owner Varde Skyway Fund, L.P. · CIK 0001648370 · Director · 10% owner Varde Skyway fund G.P., LLC · CIK 0001704964 · Director · 10% owner Varde Investment Partners (Offshore) Master, L.P. · CIK 0001705023 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See footnotes Disclosed balance after: 47,594,401 F1 · ownership.nature: Pursuant to the Transaction Agreement, dated as of March 5, 2019 (the "Transaction Agreement"), by and among the Issuer and The Varde Fund XI (Master), L.P. ("Fund XI"), The Varde Fund XII (Master), L.P. ("Fund XII"), The Varde Skyway Mini-Master Fund, L.P. ("Mini-Master"), The Varde Skyway Fund, L.P. ("Varde Skyway Fund"), Varde Investment Partners, L.P. ("VIP"), Varde Investment Partners (Offshore) Master, L.P. ("VIPO") and the Varde Fund VI-A L.P. ("Fund VI-A" and, collectively with Fund XI, Fund XII, VIP, VIPO, and Fund VI-A, the "Varde Parties"), the Issuer issued to the Varde Parties, as consideration for the termination of the Credit Agreement, dated as of April 26, 2017, by and among the Issuer, the lenders from time to time party thereto, the guarantors from time to time party thereto, Varde Partners, Inc. as lead lender, and Wilmington Trust, National Association, as Administrative Agent for the existing lenders (the "Term Loan Credit Agreement"), including the F2 · ownership.nature: (Continued from Footnote 1) cancellation of the convertible debt securities issued thereunder (the "Convertible Debt"), and the satisfaction in full of all indebtedness, liabilities and other Obligations (as defined in the Term Loan Credit Agreement), together with accrued and unpaid interest thereon and the Make-Whole Amount (as defined in the Term Loan Credit Agreement), (i) 9,891,638 shares of the Issuer's Common Stock, (ii) 60,000 shares of the Issuer's Series E 8.25% Convertible Participating Preferred Stock (the "Series E Preferred Stock"), and (iii) 55,000 shares of the Issuer's Series F 9.00% Participating Preferred Stock (the "Series F Preferred Stock"). F3 · ownership.nature: Also pursuant to the Transaction Agreement, the Issuer issued to the Varde Parties 7,750,000 shares of Common Stock as consideration for the amendment and restatement of (i) the Certificate of Designation of Preferences, Rights and Limitations of Series C-1 9.75% Convertible Participating Preferred Stock and Series C-2 9.75% Convertible Participating Preferred Stock (the "Series C Certificate of Designation") and (ii) the Certificate of Designation of Preferences, Rights and Limitations of Series D 8.25% Convertible Participating Preferred Stock (the "Series D Certificate of Designation"). F17 · ownership.nature: Reflects securities held directly or indirectly by Fund XI, Fund XII, Skyway Fund, Mini-Master, Varde Skyway Fund, VIPO, Fund VI-A and VIP. The Varde Fund XI G.P., LLC ("Fund XI GP") is the general partner of Fund XI. The Varde Fund XII G.P., L.P. ("Fund XII GP") is the general partner of Fund XII, and The Varde Fund XII UGP, LLC ("Fund XII UGP") is the general partner of Fund XII GP. The Varde Skyway Fund G.P., LLC ("Skyway Fund GP") is the general partner of Mini-Master and Varde Skyway Fund. Varde Investment Partners G.P., LLC ("VIP GP") is the general partner of VIPO. VIP GP is the general partner of Fund VI-A. VIP GP is the general partner of Fund VIP. Varde Partners, L.P. ("Managing Member") is the managing member of each of Fund XI GP, Fund XII UGP, Skyway Fund GP and VIP GP. Varde Partners, Inc. ("General Partner") is the general partner of the Managing Member. Following the transaction described above, F18 · ownership.nature: (Continued from Footnote 17) George G. Hicks may be deemed to beneficially own all of the securities which may be acquired upon conversion of the Series E Preferred Stock because, as the chief executive officer of the General Partner, he may be deemed to have voting and/or dispositive power over such securities. Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. Read SEC document |
| December 27, 2018 Filed Feb 14, 2019 20:30 UTC | LILIS ENERGY, INC. LLEX · Entity 147943 | OtherConvertible Debt · Derivative | Not disclosed | Not disclosed Strike: $5.50 | $2,680,926.95 |
DisclosureSEC source: 0000899243-19-003767 · doc5.xml · derivative · entry 15 Hicks George G · CIK 0001706059 · Director · 10% owner Varde Investment Partners (Offshore) Master, L.P. · CIK 0001705023 · Director · 10% owner Varde Fund VI-A, L.P. · CIK 0001704987 · Director · 10% owner VARDE INVESTMENT PARTNERS LP · CIK 0001452534 · Director · 10% owner Varde Investment Partners G.P., LLC · CIK 0001704990 · Director · 10% owner VARDE PARTNERS LP · CIK 0001138267 · Director · 10% owner VARDE PARTNERS INC · CIK 0001054846 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See footnotes Disclosed balance after: Not disclosed Underlying: Common Stock, $0.001 par value · 343,573 shares Expires 2021-04-26 F3 · price: Pursuant to the Assignment and Assumption dated as of December 27, 2018, by and among Skyway Fund and Mini-Master Skyway Fund, and the Assignment and Assumption dated as of December 27, 2018, by and among Skyway Fund and Varde Skyway Fund (collectively, the "Term Loan Assignments and Assumptions"), Skyway Fund assigned all of the Skyway Fund's rights and interest in and to the Credit Agreement, dated as of April 26, 2017, by and among the Issuer, certain subsidiaries of the Issuer, as guarantors, and VIP, VIPO, Fund XII, Fund XI, Skyway Fund and Fund VI-A as lenders (the "Term Loan Credit Agreement") to each of Mini-Master Skyway Fund and Varde Skyway Fund and each of Mini-Master Skyway Fund and Varde Skyway Fund, respectively, assumed Skyway Fund's duties and obligations under the Term Loan Credit Agreement. F11 · derivative.underlying_shares: Pursuant to the Term Loan Assignments and Assumptions, Skyway Fund assigned (i) $11,535,916.05 of principal amount of the Term Loan (as defined in the the Term Loan Credit Agreement) to Mini-Master for no consideration and (ii) $2,680,926.95 in principal amount of the Term Loan to Varde Skyway Fund for no consideration. The amount reported reflects the amount of shares of Common Stock issuable to the Reporting Persons upon conversion of the Term Loan as of October 31, 2018. F3 · ownership.nature: Pursuant to the Assignment and Assumption dated as of December 27, 2018, by and among Skyway Fund and Mini-Master Skyway Fund, and the Assignment and Assumption dated as of December 27, 2018, by and among Skyway Fund and Varde Skyway Fund (collectively, the "Term Loan Assignments and Assumptions"), Skyway Fund assigned all of the Skyway Fund's rights and interest in and to the Credit Agreement, dated as of April 26, 2017, by and among the Issuer, certain subsidiaries of the Issuer, as guarantors, and VIP, VIPO, Fund XII, Fund XI, Skyway Fund and Fund VI-A as lenders (the "Term Loan Credit Agreement") to each of Mini-Master Skyway Fund and Varde Skyway Fund and each of Mini-Master Skyway Fund and Varde Skyway Fund, respectively, assumed Skyway Fund's duties and obligations under the Term Loan Credit Agreement. F11 · ownership.nature: Pursuant to the Term Loan Assignments and Assumptions, Skyway Fund assigned (i) $11,535,916.05 of principal amount of the Term Loan (as defined in the the Term Loan Credit Agreement) to Mini-Master for no consideration and (ii) $2,680,926.95 in principal amount of the Term Loan to Varde Skyway Fund for no consideration. The amount reported reflects the amount of shares of Common Stock issuable to the Reporting Persons upon conversion of the Term Loan as of October 31, 2018. F15 · ownership.nature: Reflects securities held directly or indirectly by Fund XI, Fund XII, Skyway Fund, Mini-Master, Varde Skyway Fund, VIPO, Fund VI-A and VIP. The Varde Fund XI G.P., LLC ("Fund XI GP") is the general partner of Fund XI. The Varde Fund XII G.P., L.P. ("Fund XII GP") is the general partner of Fund XII, and The Varde Fund XII UGP, LLC ("Fund XII UGP") is the general partner of Fund XII GP. The Varde Skyway Fund G.P., LLC ("Skyway Fund GP") is the general partner of Skyway Fund, Mini-Master and Varde Skyway Fund. Varde Investment Partners G.P., LLC ("VIP GP") is the general partner of VIPO. VIP GP is the general partner of Fund VI-A. VIP GP is the general partner of Fund VIP. Varde Partners, L.P. ("Managing Member") is the managing member of each of Fund XI GP, Fund XII UGP, Skyway Fund GP and VIP GP. Varde Partners, Inc. ("General Partner") is the general partner of the Managing Member. Following the transaction described above, F16 · ownership.nature: (Continued from Footnote 15) George G. Hicks may be deemed to beneficially own all of the securities which may be acquired upon conversion of the Series C-1 Preferred Stock, Series C-2 Preferred Stock, the Series D Preferred Stock and the Term Loan because, as the chief executive officer of the General Partner, he may be deemed to have voting and/or dispositive power over such securities. Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, F17 · ownership.nature: (Continued from Footnote 16) each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. Read SEC document |
| December 27, 2018 Filed Feb 14, 2019 20:30 UTC | LILIS ENERGY, INC. LLEX · Entity 147943 | OtherConvertible Debt · Derivative | Not disclosed | Not disclosed Strike: $5.50 | $11,535,916.05 |
DisclosureSEC source: 0000899243-19-003767 · doc5.xml · derivative · entry 14 Hicks George G · CIK 0001706059 · Director · 10% owner Varde Investment Partners (Offshore) Master, L.P. · CIK 0001705023 · Director · 10% owner Varde Fund VI-A, L.P. · CIK 0001704987 · Director · 10% owner VARDE INVESTMENT PARTNERS LP · CIK 0001452534 · Director · 10% owner Varde Investment Partners G.P., LLC · CIK 0001704990 · Director · 10% owner VARDE PARTNERS LP · CIK 0001138267 · Director · 10% owner VARDE PARTNERS INC · CIK 0001054846 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See footnotes Disclosed balance after: Not disclosed Underlying: Common Stock, $0.001 par value · 1,478,385 shares Expires 2021-04-26 F3 · price: Pursuant to the Assignment and Assumption dated as of December 27, 2018, by and among Skyway Fund and Mini-Master Skyway Fund, and the Assignment and Assumption dated as of December 27, 2018, by and among Skyway Fund and Varde Skyway Fund (collectively, the "Term Loan Assignments and Assumptions"), Skyway Fund assigned all of the Skyway Fund's rights and interest in and to the Credit Agreement, dated as of April 26, 2017, by and among the Issuer, certain subsidiaries of the Issuer, as guarantors, and VIP, VIPO, Fund XII, Fund XI, Skyway Fund and Fund VI-A as lenders (the "Term Loan Credit Agreement") to each of Mini-Master Skyway Fund and Varde Skyway Fund and each of Mini-Master Skyway Fund and Varde Skyway Fund, respectively, assumed Skyway Fund's duties and obligations under the Term Loan Credit Agreement. F11 · derivative.underlying_shares: Pursuant to the Term Loan Assignments and Assumptions, Skyway Fund assigned (i) $11,535,916.05 of principal amount of the Term Loan (as defined in the the Term Loan Credit Agreement) to Mini-Master for no consideration and (ii) $2,680,926.95 in principal amount of the Term Loan to Varde Skyway Fund for no consideration. The amount reported reflects the amount of shares of Common Stock issuable to the Reporting Persons upon conversion of the Term Loan as of October 31, 2018. F3 · ownership.nature: Pursuant to the Assignment and Assumption dated as of December 27, 2018, by and among Skyway Fund and Mini-Master Skyway Fund, and the Assignment and Assumption dated as of December 27, 2018, by and among Skyway Fund and Varde Skyway Fund (collectively, the "Term Loan Assignments and Assumptions"), Skyway Fund assigned all of the Skyway Fund's rights and interest in and to the Credit Agreement, dated as of April 26, 2017, by and among the Issuer, certain subsidiaries of the Issuer, as guarantors, and VIP, VIPO, Fund XII, Fund XI, Skyway Fund and Fund VI-A as lenders (the "Term Loan Credit Agreement") to each of Mini-Master Skyway Fund and Varde Skyway Fund and each of Mini-Master Skyway Fund and Varde Skyway Fund, respectively, assumed Skyway Fund's duties and obligations under the Term Loan Credit Agreement. F11 · ownership.nature: Pursuant to the Term Loan Assignments and Assumptions, Skyway Fund assigned (i) $11,535,916.05 of principal amount of the Term Loan (as defined in the the Term Loan Credit Agreement) to Mini-Master for no consideration and (ii) $2,680,926.95 in principal amount of the Term Loan to Varde Skyway Fund for no consideration. The amount reported reflects the amount of shares of Common Stock issuable to the Reporting Persons upon conversion of the Term Loan as of October 31, 2018. F15 · ownership.nature: Reflects securities held directly or indirectly by Fund XI, Fund XII, Skyway Fund, Mini-Master, Varde Skyway Fund, VIPO, Fund VI-A and VIP. The Varde Fund XI G.P., LLC ("Fund XI GP") is the general partner of Fund XI. The Varde Fund XII G.P., L.P. ("Fund XII GP") is the general partner of Fund XII, and The Varde Fund XII UGP, LLC ("Fund XII UGP") is the general partner of Fund XII GP. The Varde Skyway Fund G.P., LLC ("Skyway Fund GP") is the general partner of Skyway Fund, Mini-Master and Varde Skyway Fund. Varde Investment Partners G.P., LLC ("VIP GP") is the general partner of VIPO. VIP GP is the general partner of Fund VI-A. VIP GP is the general partner of Fund VIP. Varde Partners, L.P. ("Managing Member") is the managing member of each of Fund XI GP, Fund XII UGP, Skyway Fund GP and VIP GP. Varde Partners, Inc. ("General Partner") is the general partner of the Managing Member. Following the transaction described above, F16 · ownership.nature: (Continued from Footnote 15) George G. Hicks may be deemed to beneficially own all of the securities which may be acquired upon conversion of the Series C-1 Preferred Stock, Series C-2 Preferred Stock, the Series D Preferred Stock and the Term Loan because, as the chief executive officer of the General Partner, he may be deemed to have voting and/or dispositive power over such securities. Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, F17 · ownership.nature: (Continued from Footnote 16) each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. Read SEC document |
| December 27, 2018 Filed Feb 14, 2019 20:30 UTC | LILIS ENERGY, INC. LLEX · Entity 147943 | OtherConvertible Debt · Derivative | Not disclosed | Not disclosed Strike: $5.50 | $14,216,843.00 |
DisclosureSEC source: 0000899243-19-003767 · doc5.xml · derivative · entry 13 Hicks George G · CIK 0001706059 · Director · 10% owner Varde Investment Partners (Offshore) Master, L.P. · CIK 0001705023 · Director · 10% owner Varde Fund VI-A, L.P. · CIK 0001704987 · Director · 10% owner VARDE INVESTMENT PARTNERS LP · CIK 0001452534 · Director · 10% owner Varde Investment Partners G.P., LLC · CIK 0001704990 · Director · 10% owner VARDE PARTNERS LP · CIK 0001138267 · Director · 10% owner VARDE PARTNERS INC · CIK 0001054846 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See footnotes Disclosed balance after: Not disclosed Underlying: Common Stock, $0.001 par value · 1,821,958 shares Expires 2021-04-26 F3 · price: Pursuant to the Assignment and Assumption dated as of December 27, 2018, by and among Skyway Fund and Mini-Master Skyway Fund, and the Assignment and Assumption dated as of December 27, 2018, by and among Skyway Fund and Varde Skyway Fund (collectively, the "Term Loan Assignments and Assumptions"), Skyway Fund assigned all of the Skyway Fund's rights and interest in and to the Credit Agreement, dated as of April 26, 2017, by and among the Issuer, certain subsidiaries of the Issuer, as guarantors, and VIP, VIPO, Fund XII, Fund XI, Skyway Fund and Fund VI-A as lenders (the "Term Loan Credit Agreement") to each of Mini-Master Skyway Fund and Varde Skyway Fund and each of Mini-Master Skyway Fund and Varde Skyway Fund, respectively, assumed Skyway Fund's duties and obligations under the Term Loan Credit Agreement. F11 · derivative.underlying_shares: Pursuant to the Term Loan Assignments and Assumptions, Skyway Fund assigned (i) $11,535,916.05 of principal amount of the Term Loan (as defined in the the Term Loan Credit Agreement) to Mini-Master for no consideration and (ii) $2,680,926.95 in principal amount of the Term Loan to Varde Skyway Fund for no consideration. The amount reported reflects the amount of shares of Common Stock issuable to the Reporting Persons upon conversion of the Term Loan as of October 31, 2018. F3 · ownership.nature: Pursuant to the Assignment and Assumption dated as of December 27, 2018, by and among Skyway Fund and Mini-Master Skyway Fund, and the Assignment and Assumption dated as of December 27, 2018, by and among Skyway Fund and Varde Skyway Fund (collectively, the "Term Loan Assignments and Assumptions"), Skyway Fund assigned all of the Skyway Fund's rights and interest in and to the Credit Agreement, dated as of April 26, 2017, by and among the Issuer, certain subsidiaries of the Issuer, as guarantors, and VIP, VIPO, Fund XII, Fund XI, Skyway Fund and Fund VI-A as lenders (the "Term Loan Credit Agreement") to each of Mini-Master Skyway Fund and Varde Skyway Fund and each of Mini-Master Skyway Fund and Varde Skyway Fund, respectively, assumed Skyway Fund's duties and obligations under the Term Loan Credit Agreement. F11 · ownership.nature: Pursuant to the Term Loan Assignments and Assumptions, Skyway Fund assigned (i) $11,535,916.05 of principal amount of the Term Loan (as defined in the the Term Loan Credit Agreement) to Mini-Master for no consideration and (ii) $2,680,926.95 in principal amount of the Term Loan to Varde Skyway Fund for no consideration. The amount reported reflects the amount of shares of Common Stock issuable to the Reporting Persons upon conversion of the Term Loan as of October 31, 2018. F15 · ownership.nature: Reflects securities held directly or indirectly by Fund XI, Fund XII, Skyway Fund, Mini-Master, Varde Skyway Fund, VIPO, Fund VI-A and VIP. The Varde Fund XI G.P., LLC ("Fund XI GP") is the general partner of Fund XI. The Varde Fund XII G.P., L.P. ("Fund XII GP") is the general partner of Fund XII, and The Varde Fund XII UGP, LLC ("Fund XII UGP") is the general partner of Fund XII GP. The Varde Skyway Fund G.P., LLC ("Skyway Fund GP") is the general partner of Skyway Fund, Mini-Master and Varde Skyway Fund. Varde Investment Partners G.P., LLC ("VIP GP") is the general partner of VIPO. VIP GP is the general partner of Fund VI-A. VIP GP is the general partner of Fund VIP. Varde Partners, L.P. ("Managing Member") is the managing member of each of Fund XI GP, Fund XII UGP, Skyway Fund GP and VIP GP. Varde Partners, Inc. ("General Partner") is the general partner of the Managing Member. Following the transaction described above, F16 · ownership.nature: (Continued from Footnote 15) George G. Hicks may be deemed to beneficially own all of the securities which may be acquired upon conversion of the Series C-1 Preferred Stock, Series C-2 Preferred Stock, the Series D Preferred Stock and the Term Loan because, as the chief executive officer of the General Partner, he may be deemed to have voting and/or dispositive power over such securities. Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, F17 · ownership.nature: (Continued from Footnote 16) each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. Read SEC document |
| December 27, 2018 Filed Feb 14, 2019 20:27 UTC | LILIS ENERGY, INC. LLEX · Entity 147943 | OtherConvertible Debt · Derivative | Not disclosed | Not disclosed Strike: $5.50 | $2,680,926.95 |
DisclosureSEC source: 0000899243-19-003763 · doc5.xml · derivative · entry 15 Hicks George G · CIK 0001706059 · Director · 10% owner Varde Fund XI (Master), L.P. · CIK 0001704962 · Director · 10% owner Varde Fund XI G.P., LLC · CIK 0001704880 · Director · 10% owner Varde Fund XII (Master), L.P. · CIK 0001704882 · Director · 10% owner Varde Fund XII G.P., L.P. · CIK 0001704881 · Director · 10% owner Varde Fund XII UGP, LLC · CIK 0001704967 · Director · 10% owner Varde Skyway Master Fund, L.P. · CIK 0001704946 · Director · 10% owner Varde Skyway Mini-Master Fund, L.P. · CIK 0001768070 · Director · 10% owner Varde Skyway Fund, L.P. · CIK 0001648370 · Director · 10% owner Varde Skyway fund G.P., LLC · CIK 0001704964 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See footnotes Disclosed balance after: Not disclosed Underlying: Common Stock, $0.001 par value · 343,573 shares Expires 2021-04-26 F3 · price: Pursuant to the Assignment and Assumption dated as of December 27, 2018, by and among Skyway Fund and Mini-Master Skyway Fund, and the Assignment and Assumption dated as of December 27, 2018, by and among Skyway Fund and Varde Skyway Fund (collectively, the "Term Loan Assignments and Assumptions"), Skyway Fund assigned all of the Skyway Fund's rights and interest in and to the Credit Agreement, dated as of April 26, 2017, by and among the Issuer, certain subsidiaries of the Issuer, as guarantors, and VIP, VIPO, Fund XII, Fund XI, Skyway Fund and Fund VI-A as lenders (the "Term Loan Credit Agreement") to each of Mini-Master Skyway Fund and Varde Skyway Fund and each of Mini-Master Skyway Fund and Varde Skyway Fund, respectively, assumed Skyway Fund's duties and obligations under the Term Loan Credit Agreement. F11 · derivative.underlying_shares: Pursuant to the Term Loan Assignments and Assumptions, Skyway Fund assigned (i) $11,535,916.05 of principal amount of the Term Loan (as defined in the the Term Loan Credit Agreement) to Mini-Master for no consideration and (ii) $2,680,926.95 in principal amount of the Term Loan to Varde Skyway Fund for no consideration. The amount reported reflects the amount of shares of Common Stock issuable to the Reporting Persons upon conversion of the Term Loan as of October 31, 2018. F3 · ownership.nature: Pursuant to the Assignment and Assumption dated as of December 27, 2018, by and among Skyway Fund and Mini-Master Skyway Fund, and the Assignment and Assumption dated as of December 27, 2018, by and among Skyway Fund and Varde Skyway Fund (collectively, the "Term Loan Assignments and Assumptions"), Skyway Fund assigned all of the Skyway Fund's rights and interest in and to the Credit Agreement, dated as of April 26, 2017, by and among the Issuer, certain subsidiaries of the Issuer, as guarantors, and VIP, VIPO, Fund XII, Fund XI, Skyway Fund and Fund VI-A as lenders (the "Term Loan Credit Agreement") to each of Mini-Master Skyway Fund and Varde Skyway Fund and each of Mini-Master Skyway Fund and Varde Skyway Fund, respectively, assumed Skyway Fund's duties and obligations under the Term Loan Credit Agreement. F11 · ownership.nature: Pursuant to the Term Loan Assignments and Assumptions, Skyway Fund assigned (i) $11,535,916.05 of principal amount of the Term Loan (as defined in the the Term Loan Credit Agreement) to Mini-Master for no consideration and (ii) $2,680,926.95 in principal amount of the Term Loan to Varde Skyway Fund for no consideration. The amount reported reflects the amount of shares of Common Stock issuable to the Reporting Persons upon conversion of the Term Loan as of October 31, 2018. F15 · ownership.nature: Reflects securities held directly or indirectly by Fund XI, Fund XII, Skyway Fund, Mini-Master, Varde Skyway Fund, VIPO, Fund VI-A and VIP. The Varde Fund XI G.P., LLC ("Fund XI GP") is the general partner of Fund XI. The Varde Fund XII G.P., L.P. ("Fund XII GP") is the general partner of Fund XII, and The Varde Fund XII UGP, LLC ("Fund XII UGP") is the general partner of Fund XII GP. The Varde Skyway Fund G.P., LLC ("Skyway Fund GP") is the general partner of Skyway Fund, Mini-Master and Varde Skyway Fund. Varde Investment Partners G.P., LLC ("VIP GP") is the general partner of VIPO. VIP GP is the general partner of Fund VI-A. VIP GP is the general partner of Fund VIP. Varde Partners, L.P. ("Managing Member") is the managing member of each of Fund XI GP, Fund XII UGP, Skyway Fund GP and VIP GP. Varde Partners, Inc. ("General Partner") is the general partner of the Managing Member. Following the transaction described above, F16 · ownership.nature: (Continued from Footnote 15) George G. Hicks may be deemed to beneficially own all of the securities which may be acquired upon conversion of the Series C-1 Preferred Stock, Series C-2 Preferred Stock, the Series D Preferred Stock and the Term Loan because, as the chief executive officer of the General Partner, he may be deemed to have voting and/or dispositive power over such securities. Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, F17 · ownership.nature: (Continued from Footnote 16) each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. Read SEC document |
| December 27, 2018 Filed Feb 14, 2019 20:27 UTC | LILIS ENERGY, INC. LLEX · Entity 147943 | OtherConvertible Debt · Derivative | Not disclosed | Not disclosed Strike: $5.50 | $11,535,916.05 |
DisclosureSEC source: 0000899243-19-003763 · doc5.xml · derivative · entry 14 Hicks George G · CIK 0001706059 · Director · 10% owner Varde Fund XI (Master), L.P. · CIK 0001704962 · Director · 10% owner Varde Fund XI G.P., LLC · CIK 0001704880 · Director · 10% owner Varde Fund XII (Master), L.P. · CIK 0001704882 · Director · 10% owner Varde Fund XII G.P., L.P. · CIK 0001704881 · Director · 10% owner Varde Fund XII UGP, LLC · CIK 0001704967 · Director · 10% owner Varde Skyway Master Fund, L.P. · CIK 0001704946 · Director · 10% owner Varde Skyway Mini-Master Fund, L.P. · CIK 0001768070 · Director · 10% owner Varde Skyway Fund, L.P. · CIK 0001648370 · Director · 10% owner Varde Skyway fund G.P., LLC · CIK 0001704964 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See footnotes Disclosed balance after: Not disclosed Underlying: Common Stock, $0.001 par value · 1,478,385 shares Expires 2021-04-26 F3 · price: Pursuant to the Assignment and Assumption dated as of December 27, 2018, by and among Skyway Fund and Mini-Master Skyway Fund, and the Assignment and Assumption dated as of December 27, 2018, by and among Skyway Fund and Varde Skyway Fund (collectively, the "Term Loan Assignments and Assumptions"), Skyway Fund assigned all of the Skyway Fund's rights and interest in and to the Credit Agreement, dated as of April 26, 2017, by and among the Issuer, certain subsidiaries of the Issuer, as guarantors, and VIP, VIPO, Fund XII, Fund XI, Skyway Fund and Fund VI-A as lenders (the "Term Loan Credit Agreement") to each of Mini-Master Skyway Fund and Varde Skyway Fund and each of Mini-Master Skyway Fund and Varde Skyway Fund, respectively, assumed Skyway Fund's duties and obligations under the Term Loan Credit Agreement. F11 · derivative.underlying_shares: Pursuant to the Term Loan Assignments and Assumptions, Skyway Fund assigned (i) $11,535,916.05 of principal amount of the Term Loan (as defined in the the Term Loan Credit Agreement) to Mini-Master for no consideration and (ii) $2,680,926.95 in principal amount of the Term Loan to Varde Skyway Fund for no consideration. The amount reported reflects the amount of shares of Common Stock issuable to the Reporting Persons upon conversion of the Term Loan as of October 31, 2018. F3 · ownership.nature: Pursuant to the Assignment and Assumption dated as of December 27, 2018, by and among Skyway Fund and Mini-Master Skyway Fund, and the Assignment and Assumption dated as of December 27, 2018, by and among Skyway Fund and Varde Skyway Fund (collectively, the "Term Loan Assignments and Assumptions"), Skyway Fund assigned all of the Skyway Fund's rights and interest in and to the Credit Agreement, dated as of April 26, 2017, by and among the Issuer, certain subsidiaries of the Issuer, as guarantors, and VIP, VIPO, Fund XII, Fund XI, Skyway Fund and Fund VI-A as lenders (the "Term Loan Credit Agreement") to each of Mini-Master Skyway Fund and Varde Skyway Fund and each of Mini-Master Skyway Fund and Varde Skyway Fund, respectively, assumed Skyway Fund's duties and obligations under the Term Loan Credit Agreement. F11 · ownership.nature: Pursuant to the Term Loan Assignments and Assumptions, Skyway Fund assigned (i) $11,535,916.05 of principal amount of the Term Loan (as defined in the the Term Loan Credit Agreement) to Mini-Master for no consideration and (ii) $2,680,926.95 in principal amount of the Term Loan to Varde Skyway Fund for no consideration. The amount reported reflects the amount of shares of Common Stock issuable to the Reporting Persons upon conversion of the Term Loan as of October 31, 2018. F15 · ownership.nature: Reflects securities held directly or indirectly by Fund XI, Fund XII, Skyway Fund, Mini-Master, Varde Skyway Fund, VIPO, Fund VI-A and VIP. The Varde Fund XI G.P., LLC ("Fund XI GP") is the general partner of Fund XI. The Varde Fund XII G.P., L.P. ("Fund XII GP") is the general partner of Fund XII, and The Varde Fund XII UGP, LLC ("Fund XII UGP") is the general partner of Fund XII GP. The Varde Skyway Fund G.P., LLC ("Skyway Fund GP") is the general partner of Skyway Fund, Mini-Master and Varde Skyway Fund. Varde Investment Partners G.P., LLC ("VIP GP") is the general partner of VIPO. VIP GP is the general partner of Fund VI-A. VIP GP is the general partner of Fund VIP. Varde Partners, L.P. ("Managing Member") is the managing member of each of Fund XI GP, Fund XII UGP, Skyway Fund GP and VIP GP. Varde Partners, Inc. ("General Partner") is the general partner of the Managing Member. Following the transaction described above, F16 · ownership.nature: (Continued from Footnote 15) George G. Hicks may be deemed to beneficially own all of the securities which may be acquired upon conversion of the Series C-1 Preferred Stock, Series C-2 Preferred Stock, the Series D Preferred Stock and the Term Loan because, as the chief executive officer of the General Partner, he may be deemed to have voting and/or dispositive power over such securities. Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, F17 · ownership.nature: (Continued from Footnote 16) each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. Read SEC document |
| December 27, 2018 Filed Feb 14, 2019 20:27 UTC | LILIS ENERGY, INC. LLEX · Entity 147943 | OtherConvertible Debt · Derivative | Not disclosed | Not disclosed Strike: $5.50 | $14,216,843.00 |
DisclosureSEC source: 0000899243-19-003763 · doc5.xml · derivative · entry 13 Hicks George G · CIK 0001706059 · Director · 10% owner Varde Fund XI (Master), L.P. · CIK 0001704962 · Director · 10% owner Varde Fund XI G.P., LLC · CIK 0001704880 · Director · 10% owner Varde Fund XII (Master), L.P. · CIK 0001704882 · Director · 10% owner Varde Fund XII G.P., L.P. · CIK 0001704881 · Director · 10% owner Varde Fund XII UGP, LLC · CIK 0001704967 · Director · 10% owner Varde Skyway Master Fund, L.P. · CIK 0001704946 · Director · 10% owner Varde Skyway Mini-Master Fund, L.P. · CIK 0001768070 · Director · 10% owner Varde Skyway Fund, L.P. · CIK 0001648370 · Director · 10% owner Varde Skyway fund G.P., LLC · CIK 0001704964 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See footnotes Disclosed balance after: Not disclosed Underlying: Common Stock, $0.001 par value · 1,821,958 shares Expires 2021-04-26 F3 · price: Pursuant to the Assignment and Assumption dated as of December 27, 2018, by and among Skyway Fund and Mini-Master Skyway Fund, and the Assignment and Assumption dated as of December 27, 2018, by and among Skyway Fund and Varde Skyway Fund (collectively, the "Term Loan Assignments and Assumptions"), Skyway Fund assigned all of the Skyway Fund's rights and interest in and to the Credit Agreement, dated as of April 26, 2017, by and among the Issuer, certain subsidiaries of the Issuer, as guarantors, and VIP, VIPO, Fund XII, Fund XI, Skyway Fund and Fund VI-A as lenders (the "Term Loan Credit Agreement") to each of Mini-Master Skyway Fund and Varde Skyway Fund and each of Mini-Master Skyway Fund and Varde Skyway Fund, respectively, assumed Skyway Fund's duties and obligations under the Term Loan Credit Agreement. F11 · derivative.underlying_shares: Pursuant to the Term Loan Assignments and Assumptions, Skyway Fund assigned (i) $11,535,916.05 of principal amount of the Term Loan (as defined in the the Term Loan Credit Agreement) to Mini-Master for no consideration and (ii) $2,680,926.95 in principal amount of the Term Loan to Varde Skyway Fund for no consideration. The amount reported reflects the amount of shares of Common Stock issuable to the Reporting Persons upon conversion of the Term Loan as of October 31, 2018. F3 · ownership.nature: Pursuant to the Assignment and Assumption dated as of December 27, 2018, by and among Skyway Fund and Mini-Master Skyway Fund, and the Assignment and Assumption dated as of December 27, 2018, by and among Skyway Fund and Varde Skyway Fund (collectively, the "Term Loan Assignments and Assumptions"), Skyway Fund assigned all of the Skyway Fund's rights and interest in and to the Credit Agreement, dated as of April 26, 2017, by and among the Issuer, certain subsidiaries of the Issuer, as guarantors, and VIP, VIPO, Fund XII, Fund XI, Skyway Fund and Fund VI-A as lenders (the "Term Loan Credit Agreement") to each of Mini-Master Skyway Fund and Varde Skyway Fund and each of Mini-Master Skyway Fund and Varde Skyway Fund, respectively, assumed Skyway Fund's duties and obligations under the Term Loan Credit Agreement. F11 · ownership.nature: Pursuant to the Term Loan Assignments and Assumptions, Skyway Fund assigned (i) $11,535,916.05 of principal amount of the Term Loan (as defined in the the Term Loan Credit Agreement) to Mini-Master for no consideration and (ii) $2,680,926.95 in principal amount of the Term Loan to Varde Skyway Fund for no consideration. The amount reported reflects the amount of shares of Common Stock issuable to the Reporting Persons upon conversion of the Term Loan as of October 31, 2018. F15 · ownership.nature: Reflects securities held directly or indirectly by Fund XI, Fund XII, Skyway Fund, Mini-Master, Varde Skyway Fund, VIPO, Fund VI-A and VIP. The Varde Fund XI G.P., LLC ("Fund XI GP") is the general partner of Fund XI. The Varde Fund XII G.P., L.P. ("Fund XII GP") is the general partner of Fund XII, and The Varde Fund XII UGP, LLC ("Fund XII UGP") is the general partner of Fund XII GP. The Varde Skyway Fund G.P., LLC ("Skyway Fund GP") is the general partner of Skyway Fund, Mini-Master and Varde Skyway Fund. Varde Investment Partners G.P., LLC ("VIP GP") is the general partner of VIPO. VIP GP is the general partner of Fund VI-A. VIP GP is the general partner of Fund VIP. Varde Partners, L.P. ("Managing Member") is the managing member of each of Fund XI GP, Fund XII UGP, Skyway Fund GP and VIP GP. Varde Partners, Inc. ("General Partner") is the general partner of the Managing Member. Following the transaction described above, F16 · ownership.nature: (Continued from Footnote 15) George G. Hicks may be deemed to beneficially own all of the securities which may be acquired upon conversion of the Series C-1 Preferred Stock, Series C-2 Preferred Stock, the Series D Preferred Stock and the Term Loan because, as the chief executive officer of the General Partner, he may be deemed to have voting and/or dispositive power over such securities. Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, F17 · ownership.nature: (Continued from Footnote 16) each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. Read SEC document |
| December 26, 2018 Filed Feb 14, 2019 20:30 UTC | LILIS ENERGY, INC. LLEX · Entity 147943 | OtherSeries D 8.25% Convertible Participating Preferred Stock · Derivative | 962 | Not disclosed Strike: $5.50 | Not disclosed |
DisclosureSEC source: 0000899243-19-003767 · doc5.xml · derivative · entry 12 Hicks George G · CIK 0001706059 · Director · 10% owner Varde Investment Partners (Offshore) Master, L.P. · CIK 0001705023 · Director · 10% owner Varde Fund VI-A, L.P. · CIK 0001704987 · Director · 10% owner VARDE INVESTMENT PARTNERS LP · CIK 0001452534 · Director · 10% owner Varde Investment Partners G.P., LLC · CIK 0001704990 · Director · 10% owner VARDE PARTNERS LP · CIK 0001138267 · Director · 10% owner VARDE PARTNERS INC · CIK 0001054846 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See footnotes Disclosed balance after: 39,254 Underlying: Common Stock, $0.001 par value · 195,528 shares Expires not disclosed F1 · price: Pursuant to the Assignment and Assumption Agreement, dated as of December 26, 2018 (the "Common and Preferred Stock Assignment and Assumption Agreement"), by and among The Varde Skyway Master Fund, L.P. ("Skyway Fund"), The Varde Skyway Mini-Master Fund, L.P. ("Mini-Master") and The Varde Skyway Fund, L.P. ("Varde Skyway Fund"), Skyway Fund assigned all of the Skyway Fund's rights and interest in and to the Securities Purchase Agreement, dated as of January 30, 2018 (the "Securities Purchase Agreement"), by and among the Issuer and The Varde Fund XI (Master), L.P. ("Fund XI"), The Varde Fund XII (Master), L.P. ("Fund XII"), Skyway Fund, Varde Investment Partners, L.P. ("VIP"), Varde Investment Partners (Offshore) Master, L.P. ("VIPO") and the Varde Fund VI-A L.P. ("Fund VI-A" and, collectively with Fund XI, Fund XII, VIP, VIPO, and Fund VI-A, the "Varde Parties"), the Registration Rights Agreement, dated as of April 26, 2017, F2 · price: (Continued from Footnote 1) by and among the Issuer and the Varde Parties (the "Registration Rights Agreement"), the Transaction Agreement, dated as of October 10, 2018 (the "Transaction Agreement"), by and among the Issuer and the Varde Parties, and the Registration Rights Agreement, dated as of October 10, 2018, by and among the Issuer and the Varde Parties (the "October 10, 2018 Registration Rights Agreement") to each of Mini-Master Skyway Fund and Varde Skyway Fund and each of Mini-Master Skyway Fund and Varde Skyway Fund, respectively, assumed Skyway Fund's duties and obligations under each of the Securities Purchase Agreement, the Registration Rights Agreement, the Transaction Agreement and the October 10, 2018 Registration Rights Agreement. F14 · derivative.expiration_date: The Series D Preferred Stock is perpetual and has no expiration date. F9 · derivative.underlying_shares: Pursuant to the Common Stock and Preferred Stock Assignment and Assumption Agreement, Skyway Fund assigned (i) 4,141 shares of Series D 8.25% Convertible Participating Preferred Stock ("Series D Preferred Stock") to Mini-Master for no consideration and (ii) 962 shares of Series D Preferred Stock to Varde Skyway Fund for no consideration. The assignment of the securities may not be considered a sale of securities under Section 16(b). The amount reported reflects the amount of shares of Common Stock issuable upon conversion of the Series D Preferred Stock. The Issuer has the right to redeem the Series D Preferred Stock, in whole or in part at any time (subject to certain limitations on partial redemptions), at a price per share equal to (i) stated value of $1,000, subject to increase in connection with the payment of dividends (the "Series D Stated Value") then in effect multiplied by 117.5%, plus (ii) accrued and unpaid dividends thereon and any other amounts payable by F10 · derivative.underlying_shares: (Continued from Footnote 9) the Issuer in respect thereof (the "Series D Optional Redemption Amount"). Each share of Series D Preferred Stock is convertible at any time at the option of the holder into a number of shares of Common Stock equal to (i) the applicable Series D Optional Redemption Amount divided by (ii) a conversion price of $5.50, subject to adjustment (the "Series D Conversion Price"). Following the Closing Date, the aggregate number of shares of Series D Preferred Stock became immediately convertible into 8,386,082 shares of Common Stock, based on an initial Series D Conversion Price of $5.50 and the initial Series D Optional Redemption Amount of 117.5% of the Series D Stated Value. F1 · ownership.nature: Pursuant to the Assignment and Assumption Agreement, dated as of December 26, 2018 (the "Common and Preferred Stock Assignment and Assumption Agreement"), by and among The Varde Skyway Master Fund, L.P. ("Skyway Fund"), The Varde Skyway Mini-Master Fund, L.P. ("Mini-Master") and The Varde Skyway Fund, L.P. ("Varde Skyway Fund"), Skyway Fund assigned all of the Skyway Fund's rights and interest in and to the Securities Purchase Agreement, dated as of January 30, 2018 (the "Securities Purchase Agreement"), by and among the Issuer and The Varde Fund XI (Master), L.P. ("Fund XI"), The Varde Fund XII (Master), L.P. ("Fund XII"), Skyway Fund, Varde Investment Partners, L.P. ("VIP"), Varde Investment Partners (Offshore) Master, L.P. ("VIPO") and the Varde Fund VI-A L.P. ("Fund VI-A" and, collectively with Fund XI, Fund XII, VIP, VIPO, and Fund VI-A, the "Varde Parties"), the Registration Rights Agreement, dated as of April 26, 2017, F2 · ownership.nature: (Continued from Footnote 1) by and among the Issuer and the Varde Parties (the "Registration Rights Agreement"), the Transaction Agreement, dated as of October 10, 2018 (the "Transaction Agreement"), by and among the Issuer and the Varde Parties, and the Registration Rights Agreement, dated as of October 10, 2018, by and among the Issuer and the Varde Parties (the "October 10, 2018 Registration Rights Agreement") to each of Mini-Master Skyway Fund and Varde Skyway Fund and each of Mini-Master Skyway Fund and Varde Skyway Fund, respectively, assumed Skyway Fund's duties and obligations under each of the Securities Purchase Agreement, the Registration Rights Agreement, the Transaction Agreement and the October 10, 2018 Registration Rights Agreement. F9 · ownership.nature: Pursuant to the Common Stock and Preferred Stock Assignment and Assumption Agreement, Skyway Fund assigned (i) 4,141 shares of Series D 8.25% Convertible Participating Preferred Stock ("Series D Preferred Stock") to Mini-Master for no consideration and (ii) 962 shares of Series D Preferred Stock to Varde Skyway Fund for no consideration. The assignment of the securities may not be considered a sale of securities under Section 16(b). The amount reported reflects the amount of shares of Common Stock issuable upon conversion of the Series D Preferred Stock. The Issuer has the right to redeem the Series D Preferred Stock, in whole or in part at any time (subject to certain limitations on partial redemptions), at a price per share equal to (i) stated value of $1,000, subject to increase in connection with the payment of dividends (the "Series D Stated Value") then in effect multiplied by 117.5%, plus (ii) accrued and unpaid dividends thereon and any other amounts payable by F10 · ownership.nature: (Continued from Footnote 9) the Issuer in respect thereof (the "Series D Optional Redemption Amount"). Each share of Series D Preferred Stock is convertible at any time at the option of the holder into a number of shares of Common Stock equal to (i) the applicable Series D Optional Redemption Amount divided by (ii) a conversion price of $5.50, subject to adjustment (the "Series D Conversion Price"). Following the Closing Date, the aggregate number of shares of Series D Preferred Stock became immediately convertible into 8,386,082 shares of Common Stock, based on an initial Series D Conversion Price of $5.50 and the initial Series D Optional Redemption Amount of 117.5% of the Series D Stated Value. F15 · ownership.nature: Reflects securities held directly or indirectly by Fund XI, Fund XII, Skyway Fund, Mini-Master, Varde Skyway Fund, VIPO, Fund VI-A and VIP. The Varde Fund XI G.P., LLC ("Fund XI GP") is the general partner of Fund XI. The Varde Fund XII G.P., L.P. ("Fund XII GP") is the general partner of Fund XII, and The Varde Fund XII UGP, LLC ("Fund XII UGP") is the general partner of Fund XII GP. The Varde Skyway Fund G.P., LLC ("Skyway Fund GP") is the general partner of Skyway Fund, Mini-Master and Varde Skyway Fund. Varde Investment Partners G.P., LLC ("VIP GP") is the general partner of VIPO. VIP GP is the general partner of Fund VI-A. VIP GP is the general partner of Fund VIP. Varde Partners, L.P. ("Managing Member") is the managing member of each of Fund XI GP, Fund XII UGP, Skyway Fund GP and VIP GP. Varde Partners, Inc. ("General Partner") is the general partner of the Managing Member. Following the transaction described above, F16 · ownership.nature: (Continued from Footnote 15) George G. Hicks may be deemed to beneficially own all of the securities which may be acquired upon conversion of the Series C-1 Preferred Stock, Series C-2 Preferred Stock, the Series D Preferred Stock and the Term Loan because, as the chief executive officer of the General Partner, he may be deemed to have voting and/or dispositive power over such securities. Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, F17 · ownership.nature: (Continued from Footnote 16) each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. Read SEC document |
| December 26, 2018 Filed Feb 14, 2019 20:30 UTC | LILIS ENERGY, INC. LLEX · Entity 147943 | OtherSeries D 8.25% Convertible Participating Preferred Stock · Derivative | 4,141 | Not disclosed Strike: $5.50 | Not disclosed |
DisclosureSEC source: 0000899243-19-003767 · doc5.xml · derivative · entry 11 Hicks George G · CIK 0001706059 · Director · 10% owner Varde Investment Partners (Offshore) Master, L.P. · CIK 0001705023 · Director · 10% owner Varde Fund VI-A, L.P. · CIK 0001704987 · Director · 10% owner VARDE INVESTMENT PARTNERS LP · CIK 0001452534 · Director · 10% owner Varde Investment Partners G.P., LLC · CIK 0001704990 · Director · 10% owner VARDE PARTNERS LP · CIK 0001138267 · Director · 10% owner VARDE PARTNERS INC · CIK 0001054846 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See footnotes Disclosed balance after: 39,254 Underlying: Common Stock, $0.001 par value · 841,667 shares Expires not disclosed F1 · price: Pursuant to the Assignment and Assumption Agreement, dated as of December 26, 2018 (the "Common and Preferred Stock Assignment and Assumption Agreement"), by and among The Varde Skyway Master Fund, L.P. ("Skyway Fund"), The Varde Skyway Mini-Master Fund, L.P. ("Mini-Master") and The Varde Skyway Fund, L.P. ("Varde Skyway Fund"), Skyway Fund assigned all of the Skyway Fund's rights and interest in and to the Securities Purchase Agreement, dated as of January 30, 2018 (the "Securities Purchase Agreement"), by and among the Issuer and The Varde Fund XI (Master), L.P. ("Fund XI"), The Varde Fund XII (Master), L.P. ("Fund XII"), Skyway Fund, Varde Investment Partners, L.P. ("VIP"), Varde Investment Partners (Offshore) Master, L.P. ("VIPO") and the Varde Fund VI-A L.P. ("Fund VI-A" and, collectively with Fund XI, Fund XII, VIP, VIPO, and Fund VI-A, the "Varde Parties"), the Registration Rights Agreement, dated as of April 26, 2017, F2 · price: (Continued from Footnote 1) by and among the Issuer and the Varde Parties (the "Registration Rights Agreement"), the Transaction Agreement, dated as of October 10, 2018 (the "Transaction Agreement"), by and among the Issuer and the Varde Parties, and the Registration Rights Agreement, dated as of October 10, 2018, by and among the Issuer and the Varde Parties (the "October 10, 2018 Registration Rights Agreement") to each of Mini-Master Skyway Fund and Varde Skyway Fund and each of Mini-Master Skyway Fund and Varde Skyway Fund, respectively, assumed Skyway Fund's duties and obligations under each of the Securities Purchase Agreement, the Registration Rights Agreement, the Transaction Agreement and the October 10, 2018 Registration Rights Agreement. F14 · derivative.expiration_date: The Series D Preferred Stock is perpetual and has no expiration date. F9 · derivative.underlying_shares: Pursuant to the Common Stock and Preferred Stock Assignment and Assumption Agreement, Skyway Fund assigned (i) 4,141 shares of Series D 8.25% Convertible Participating Preferred Stock ("Series D Preferred Stock") to Mini-Master for no consideration and (ii) 962 shares of Series D Preferred Stock to Varde Skyway Fund for no consideration. The assignment of the securities may not be considered a sale of securities under Section 16(b). The amount reported reflects the amount of shares of Common Stock issuable upon conversion of the Series D Preferred Stock. The Issuer has the right to redeem the Series D Preferred Stock, in whole or in part at any time (subject to certain limitations on partial redemptions), at a price per share equal to (i) stated value of $1,000, subject to increase in connection with the payment of dividends (the "Series D Stated Value") then in effect multiplied by 117.5%, plus (ii) accrued and unpaid dividends thereon and any other amounts payable by F10 · derivative.underlying_shares: (Continued from Footnote 9) the Issuer in respect thereof (the "Series D Optional Redemption Amount"). Each share of Series D Preferred Stock is convertible at any time at the option of the holder into a number of shares of Common Stock equal to (i) the applicable Series D Optional Redemption Amount divided by (ii) a conversion price of $5.50, subject to adjustment (the "Series D Conversion Price"). Following the Closing Date, the aggregate number of shares of Series D Preferred Stock became immediately convertible into 8,386,082 shares of Common Stock, based on an initial Series D Conversion Price of $5.50 and the initial Series D Optional Redemption Amount of 117.5% of the Series D Stated Value. F1 · ownership.nature: Pursuant to the Assignment and Assumption Agreement, dated as of December 26, 2018 (the "Common and Preferred Stock Assignment and Assumption Agreement"), by and among The Varde Skyway Master Fund, L.P. ("Skyway Fund"), The Varde Skyway Mini-Master Fund, L.P. ("Mini-Master") and The Varde Skyway Fund, L.P. ("Varde Skyway Fund"), Skyway Fund assigned all of the Skyway Fund's rights and interest in and to the Securities Purchase Agreement, dated as of January 30, 2018 (the "Securities Purchase Agreement"), by and among the Issuer and The Varde Fund XI (Master), L.P. ("Fund XI"), The Varde Fund XII (Master), L.P. ("Fund XII"), Skyway Fund, Varde Investment Partners, L.P. ("VIP"), Varde Investment Partners (Offshore) Master, L.P. ("VIPO") and the Varde Fund VI-A L.P. ("Fund VI-A" and, collectively with Fund XI, Fund XII, VIP, VIPO, and Fund VI-A, the "Varde Parties"), the Registration Rights Agreement, dated as of April 26, 2017, F2 · ownership.nature: (Continued from Footnote 1) by and among the Issuer and the Varde Parties (the "Registration Rights Agreement"), the Transaction Agreement, dated as of October 10, 2018 (the "Transaction Agreement"), by and among the Issuer and the Varde Parties, and the Registration Rights Agreement, dated as of October 10, 2018, by and among the Issuer and the Varde Parties (the "October 10, 2018 Registration Rights Agreement") to each of Mini-Master Skyway Fund and Varde Skyway Fund and each of Mini-Master Skyway Fund and Varde Skyway Fund, respectively, assumed Skyway Fund's duties and obligations under each of the Securities Purchase Agreement, the Registration Rights Agreement, the Transaction Agreement and the October 10, 2018 Registration Rights Agreement. F9 · ownership.nature: Pursuant to the Common Stock and Preferred Stock Assignment and Assumption Agreement, Skyway Fund assigned (i) 4,141 shares of Series D 8.25% Convertible Participating Preferred Stock ("Series D Preferred Stock") to Mini-Master for no consideration and (ii) 962 shares of Series D Preferred Stock to Varde Skyway Fund for no consideration. The assignment of the securities may not be considered a sale of securities under Section 16(b). The amount reported reflects the amount of shares of Common Stock issuable upon conversion of the Series D Preferred Stock. The Issuer has the right to redeem the Series D Preferred Stock, in whole or in part at any time (subject to certain limitations on partial redemptions), at a price per share equal to (i) stated value of $1,000, subject to increase in connection with the payment of dividends (the "Series D Stated Value") then in effect multiplied by 117.5%, plus (ii) accrued and unpaid dividends thereon and any other amounts payable by F10 · ownership.nature: (Continued from Footnote 9) the Issuer in respect thereof (the "Series D Optional Redemption Amount"). Each share of Series D Preferred Stock is convertible at any time at the option of the holder into a number of shares of Common Stock equal to (i) the applicable Series D Optional Redemption Amount divided by (ii) a conversion price of $5.50, subject to adjustment (the "Series D Conversion Price"). Following the Closing Date, the aggregate number of shares of Series D Preferred Stock became immediately convertible into 8,386,082 shares of Common Stock, based on an initial Series D Conversion Price of $5.50 and the initial Series D Optional Redemption Amount of 117.5% of the Series D Stated Value. F15 · ownership.nature: Reflects securities held directly or indirectly by Fund XI, Fund XII, Skyway Fund, Mini-Master, Varde Skyway Fund, VIPO, Fund VI-A and VIP. The Varde Fund XI G.P., LLC ("Fund XI GP") is the general partner of Fund XI. The Varde Fund XII G.P., L.P. ("Fund XII GP") is the general partner of Fund XII, and The Varde Fund XII UGP, LLC ("Fund XII UGP") is the general partner of Fund XII GP. The Varde Skyway Fund G.P., LLC ("Skyway Fund GP") is the general partner of Skyway Fund, Mini-Master and Varde Skyway Fund. Varde Investment Partners G.P., LLC ("VIP GP") is the general partner of VIPO. VIP GP is the general partner of Fund VI-A. VIP GP is the general partner of Fund VIP. Varde Partners, L.P. ("Managing Member") is the managing member of each of Fund XI GP, Fund XII UGP, Skyway Fund GP and VIP GP. Varde Partners, Inc. ("General Partner") is the general partner of the Managing Member. Following the transaction described above, F16 · ownership.nature: (Continued from Footnote 15) George G. Hicks may be deemed to beneficially own all of the securities which may be acquired upon conversion of the Series C-1 Preferred Stock, Series C-2 Preferred Stock, the Series D Preferred Stock and the Term Loan because, as the chief executive officer of the General Partner, he may be deemed to have voting and/or dispositive power over such securities. Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, F17 · ownership.nature: (Continued from Footnote 16) each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. Read SEC document |
| December 26, 2018 Filed Feb 14, 2019 20:30 UTC | LILIS ENERGY, INC. LLEX · Entity 147943 | OtherSeries D 8.25% Convertible Participating Preferred Stock · Derivative | 5,103 | Not disclosed Strike: $5.50 | Not disclosed |
DisclosureSEC source: 0000899243-19-003767 · doc5.xml · derivative · entry 10 Hicks George G · CIK 0001706059 · Director · 10% owner Varde Investment Partners (Offshore) Master, L.P. · CIK 0001705023 · Director · 10% owner Varde Fund VI-A, L.P. · CIK 0001704987 · Director · 10% owner VARDE INVESTMENT PARTNERS LP · CIK 0001452534 · Director · 10% owner Varde Investment Partners G.P., LLC · CIK 0001704990 · Director · 10% owner VARDE PARTNERS LP · CIK 0001138267 · Director · 10% owner VARDE PARTNERS INC · CIK 0001054846 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See footnotes Disclosed balance after: 39,254 Underlying: Common Stock, $0.001 par value · 1,159,773 shares Expires not disclosed F1 · price: Pursuant to the Assignment and Assumption Agreement, dated as of December 26, 2018 (the "Common and Preferred Stock Assignment and Assumption Agreement"), by and among The Varde Skyway Master Fund, L.P. ("Skyway Fund"), The Varde Skyway Mini-Master Fund, L.P. ("Mini-Master") and The Varde Skyway Fund, L.P. ("Varde Skyway Fund"), Skyway Fund assigned all of the Skyway Fund's rights and interest in and to the Securities Purchase Agreement, dated as of January 30, 2018 (the "Securities Purchase Agreement"), by and among the Issuer and The Varde Fund XI (Master), L.P. ("Fund XI"), The Varde Fund XII (Master), L.P. ("Fund XII"), Skyway Fund, Varde Investment Partners, L.P. ("VIP"), Varde Investment Partners (Offshore) Master, L.P. ("VIPO") and the Varde Fund VI-A L.P. ("Fund VI-A" and, collectively with Fund XI, Fund XII, VIP, VIPO, and Fund VI-A, the "Varde Parties"), the Registration Rights Agreement, dated as of April 26, 2017, F2 · price: (Continued from Footnote 1) by and among the Issuer and the Varde Parties (the "Registration Rights Agreement"), the Transaction Agreement, dated as of October 10, 2018 (the "Transaction Agreement"), by and among the Issuer and the Varde Parties, and the Registration Rights Agreement, dated as of October 10, 2018, by and among the Issuer and the Varde Parties (the "October 10, 2018 Registration Rights Agreement") to each of Mini-Master Skyway Fund and Varde Skyway Fund and each of Mini-Master Skyway Fund and Varde Skyway Fund, respectively, assumed Skyway Fund's duties and obligations under each of the Securities Purchase Agreement, the Registration Rights Agreement, the Transaction Agreement and the October 10, 2018 Registration Rights Agreement. F14 · derivative.expiration_date: The Series D Preferred Stock is perpetual and has no expiration date. F9 · derivative.underlying_shares: Pursuant to the Common Stock and Preferred Stock Assignment and Assumption Agreement, Skyway Fund assigned (i) 4,141 shares of Series D 8.25% Convertible Participating Preferred Stock ("Series D Preferred Stock") to Mini-Master for no consideration and (ii) 962 shares of Series D Preferred Stock to Varde Skyway Fund for no consideration. The assignment of the securities may not be considered a sale of securities under Section 16(b). The amount reported reflects the amount of shares of Common Stock issuable upon conversion of the Series D Preferred Stock. The Issuer has the right to redeem the Series D Preferred Stock, in whole or in part at any time (subject to certain limitations on partial redemptions), at a price per share equal to (i) stated value of $1,000, subject to increase in connection with the payment of dividends (the "Series D Stated Value") then in effect multiplied by 117.5%, plus (ii) accrued and unpaid dividends thereon and any other amounts payable by F10 · derivative.underlying_shares: (Continued from Footnote 9) the Issuer in respect thereof (the "Series D Optional Redemption Amount"). Each share of Series D Preferred Stock is convertible at any time at the option of the holder into a number of shares of Common Stock equal to (i) the applicable Series D Optional Redemption Amount divided by (ii) a conversion price of $5.50, subject to adjustment (the "Series D Conversion Price"). Following the Closing Date, the aggregate number of shares of Series D Preferred Stock became immediately convertible into 8,386,082 shares of Common Stock, based on an initial Series D Conversion Price of $5.50 and the initial Series D Optional Redemption Amount of 117.5% of the Series D Stated Value. F1 · ownership.nature: Pursuant to the Assignment and Assumption Agreement, dated as of December 26, 2018 (the "Common and Preferred Stock Assignment and Assumption Agreement"), by and among The Varde Skyway Master Fund, L.P. ("Skyway Fund"), The Varde Skyway Mini-Master Fund, L.P. ("Mini-Master") and The Varde Skyway Fund, L.P. ("Varde Skyway Fund"), Skyway Fund assigned all of the Skyway Fund's rights and interest in and to the Securities Purchase Agreement, dated as of January 30, 2018 (the "Securities Purchase Agreement"), by and among the Issuer and The Varde Fund XI (Master), L.P. ("Fund XI"), The Varde Fund XII (Master), L.P. ("Fund XII"), Skyway Fund, Varde Investment Partners, L.P. ("VIP"), Varde Investment Partners (Offshore) Master, L.P. ("VIPO") and the Varde Fund VI-A L.P. ("Fund VI-A" and, collectively with Fund XI, Fund XII, VIP, VIPO, and Fund VI-A, the "Varde Parties"), the Registration Rights Agreement, dated as of April 26, 2017, F2 · ownership.nature: (Continued from Footnote 1) by and among the Issuer and the Varde Parties (the "Registration Rights Agreement"), the Transaction Agreement, dated as of October 10, 2018 (the "Transaction Agreement"), by and among the Issuer and the Varde Parties, and the Registration Rights Agreement, dated as of October 10, 2018, by and among the Issuer and the Varde Parties (the "October 10, 2018 Registration Rights Agreement") to each of Mini-Master Skyway Fund and Varde Skyway Fund and each of Mini-Master Skyway Fund and Varde Skyway Fund, respectively, assumed Skyway Fund's duties and obligations under each of the Securities Purchase Agreement, the Registration Rights Agreement, the Transaction Agreement and the October 10, 2018 Registration Rights Agreement. F9 · ownership.nature: Pursuant to the Common Stock and Preferred Stock Assignment and Assumption Agreement, Skyway Fund assigned (i) 4,141 shares of Series D 8.25% Convertible Participating Preferred Stock ("Series D Preferred Stock") to Mini-Master for no consideration and (ii) 962 shares of Series D Preferred Stock to Varde Skyway Fund for no consideration. The assignment of the securities may not be considered a sale of securities under Section 16(b). The amount reported reflects the amount of shares of Common Stock issuable upon conversion of the Series D Preferred Stock. The Issuer has the right to redeem the Series D Preferred Stock, in whole or in part at any time (subject to certain limitations on partial redemptions), at a price per share equal to (i) stated value of $1,000, subject to increase in connection with the payment of dividends (the "Series D Stated Value") then in effect multiplied by 117.5%, plus (ii) accrued and unpaid dividends thereon and any other amounts payable by F10 · ownership.nature: (Continued from Footnote 9) the Issuer in respect thereof (the "Series D Optional Redemption Amount"). Each share of Series D Preferred Stock is convertible at any time at the option of the holder into a number of shares of Common Stock equal to (i) the applicable Series D Optional Redemption Amount divided by (ii) a conversion price of $5.50, subject to adjustment (the "Series D Conversion Price"). Following the Closing Date, the aggregate number of shares of Series D Preferred Stock became immediately convertible into 8,386,082 shares of Common Stock, based on an initial Series D Conversion Price of $5.50 and the initial Series D Optional Redemption Amount of 117.5% of the Series D Stated Value. F15 · ownership.nature: Reflects securities held directly or indirectly by Fund XI, Fund XII, Skyway Fund, Mini-Master, Varde Skyway Fund, VIPO, Fund VI-A and VIP. The Varde Fund XI G.P., LLC ("Fund XI GP") is the general partner of Fund XI. The Varde Fund XII G.P., L.P. ("Fund XII GP") is the general partner of Fund XII, and The Varde Fund XII UGP, LLC ("Fund XII UGP") is the general partner of Fund XII GP. The Varde Skyway Fund G.P., LLC ("Skyway Fund GP") is the general partner of Skyway Fund, Mini-Master and Varde Skyway Fund. Varde Investment Partners G.P., LLC ("VIP GP") is the general partner of VIPO. VIP GP is the general partner of Fund VI-A. VIP GP is the general partner of Fund VIP. Varde Partners, L.P. ("Managing Member") is the managing member of each of Fund XI GP, Fund XII UGP, Skyway Fund GP and VIP GP. Varde Partners, Inc. ("General Partner") is the general partner of the Managing Member. Following the transaction described above, F16 · ownership.nature: (Continued from Footnote 15) George G. Hicks may be deemed to beneficially own all of the securities which may be acquired upon conversion of the Series C-1 Preferred Stock, Series C-2 Preferred Stock, the Series D Preferred Stock and the Term Loan because, as the chief executive officer of the General Partner, he may be deemed to have voting and/or dispositive power over such securities. Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, F17 · ownership.nature: (Continued from Footnote 16) each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. Read SEC document |
| December 26, 2018 Filed Feb 14, 2019 20:30 UTC | LILIS ENERGY, INC. LLEX · Entity 147943 | OtherSeries C-2 9.75% Convertible Participating Preferred Stock · Derivative | 613 | Not disclosed Strike: $6.15 | Not disclosed |
DisclosureSEC source: 0000899243-19-003767 · doc5.xml · derivative · entry 9 Hicks George G · CIK 0001706059 · Director · 10% owner Varde Investment Partners (Offshore) Master, L.P. · CIK 0001705023 · Director · 10% owner Varde Fund VI-A, L.P. · CIK 0001704987 · Director · 10% owner VARDE INVESTMENT PARTNERS LP · CIK 0001452534 · Director · 10% owner Varde Investment Partners G.P., LLC · CIK 0001704990 · Director · 10% owner VARDE PARTNERS LP · CIK 0001138267 · Director · 10% owner VARDE PARTNERS INC · CIK 0001054846 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See footnotes Disclosed balance after: 25,000 Underlying: Common Stock, $0.001 par value · 124,593 shares Expires not disclosed F1 · price: Pursuant to the Assignment and Assumption Agreement, dated as of December 26, 2018 (the "Common and Preferred Stock Assignment and Assumption Agreement"), by and among The Varde Skyway Master Fund, L.P. ("Skyway Fund"), The Varde Skyway Mini-Master Fund, L.P. ("Mini-Master") and The Varde Skyway Fund, L.P. ("Varde Skyway Fund"), Skyway Fund assigned all of the Skyway Fund's rights and interest in and to the Securities Purchase Agreement, dated as of January 30, 2018 (the "Securities Purchase Agreement"), by and among the Issuer and The Varde Fund XI (Master), L.P. ("Fund XI"), The Varde Fund XII (Master), L.P. ("Fund XII"), Skyway Fund, Varde Investment Partners, L.P. ("VIP"), Varde Investment Partners (Offshore) Master, L.P. ("VIPO") and the Varde Fund VI-A L.P. ("Fund VI-A" and, collectively with Fund XI, Fund XII, VIP, VIPO, and Fund VI-A, the "Varde Parties"), the Registration Rights Agreement, dated as of April 26, 2017, F2 · price: (Continued from Footnote 1) by and among the Issuer and the Varde Parties (the "Registration Rights Agreement"), the Transaction Agreement, dated as of October 10, 2018 (the "Transaction Agreement"), by and among the Issuer and the Varde Parties, and the Registration Rights Agreement, dated as of October 10, 2018, by and among the Issuer and the Varde Parties (the "October 10, 2018 Registration Rights Agreement") to each of Mini-Master Skyway Fund and Varde Skyway Fund and each of Mini-Master Skyway Fund and Varde Skyway Fund, respectively, assumed Skyway Fund's duties and obligations under each of the Securities Purchase Agreement, the Registration Rights Agreement, the Transaction Agreement and the October 10, 2018 Registration Rights Agreement. F13 · derivative.expiration_date: The Series C-2 Preferred Stock is perpetual and has no expiration date. F7 · derivative.underlying_shares: Pursuant to the Common Stock and Preferred Stock Assignment and Assumption Agreement, Skyway Fund assigned (i) 2,637 shares of Series C-2 9.75% Convertible Participating Preferred Stock ("Series C-2 Preferred Stock") to Mini-Master for no consideration and (ii) 613 shares Series C-2 Preferred Stock to Varde Skyway Fund for no consideration. The assignment of the securities may not be considered a sale of securities under Section 16(b). The amount reported reflects the amount of shares of Common Stock issuable upon conversion of the Series C-2 Preferred Stock. The Issuer has the right to redeem the Series C-2 Preferred Stock, in whole or in part at any time (subject to certain limitations on partial redemptions), at a price per share equal to (i) stated value of $1,000, subject to increase in connection with the payment of dividends (the "Series C-2 Stated Value") then in effect multiplied by (a) 120% if redeemed during 2018, (b) 125% if redeemed during 2019, F8 · derivative.underlying_shares: (Continued from Footnote 7) or (c) 130% if redeemed after 2019 plus (ii) accrued and unpaid dividends thereon and any other amounts payable by the Issuer in respect thereof (the "Series C-2 Optional Redemption Amount"). Each share of Series C-2 Preferred Stock is convertible at any time at the option of the holder into a number of shares of Common Stock equal to (i) the applicable Series C-2 Optional Redemption Amount divided by (ii) a conversion price of $6.15, subject to adjustment (the "Series C-2 Conversion Price"). Following the closing of the Transaction Agreement (the "Closing Date"), the aggregate number of shares of Series C-2 Preferred Stock became immediately convertible into 4,878,049 shares of Common Stock, based on an initial Series C-2 Conversion Price of $6.15 and the initial Series C-2 Optional Redemption Amount of 120% of the Series C-2 Stated Value. F1 · ownership.nature: Pursuant to the Assignment and Assumption Agreement, dated as of December 26, 2018 (the "Common and Preferred Stock Assignment and Assumption Agreement"), by and among The Varde Skyway Master Fund, L.P. ("Skyway Fund"), The Varde Skyway Mini-Master Fund, L.P. ("Mini-Master") and The Varde Skyway Fund, L.P. ("Varde Skyway Fund"), Skyway Fund assigned all of the Skyway Fund's rights and interest in and to the Securities Purchase Agreement, dated as of January 30, 2018 (the "Securities Purchase Agreement"), by and among the Issuer and The Varde Fund XI (Master), L.P. ("Fund XI"), The Varde Fund XII (Master), L.P. ("Fund XII"), Skyway Fund, Varde Investment Partners, L.P. ("VIP"), Varde Investment Partners (Offshore) Master, L.P. ("VIPO") and the Varde Fund VI-A L.P. ("Fund VI-A" and, collectively with Fund XI, Fund XII, VIP, VIPO, and Fund VI-A, the "Varde Parties"), the Registration Rights Agreement, dated as of April 26, 2017, F2 · ownership.nature: (Continued from Footnote 1) by and among the Issuer and the Varde Parties (the "Registration Rights Agreement"), the Transaction Agreement, dated as of October 10, 2018 (the "Transaction Agreement"), by and among the Issuer and the Varde Parties, and the Registration Rights Agreement, dated as of October 10, 2018, by and among the Issuer and the Varde Parties (the "October 10, 2018 Registration Rights Agreement") to each of Mini-Master Skyway Fund and Varde Skyway Fund and each of Mini-Master Skyway Fund and Varde Skyway Fund, respectively, assumed Skyway Fund's duties and obligations under each of the Securities Purchase Agreement, the Registration Rights Agreement, the Transaction Agreement and the October 10, 2018 Registration Rights Agreement. F7 · ownership.nature: Pursuant to the Common Stock and Preferred Stock Assignment and Assumption Agreement, Skyway Fund assigned (i) 2,637 shares of Series C-2 9.75% Convertible Participating Preferred Stock ("Series C-2 Preferred Stock") to Mini-Master for no consideration and (ii) 613 shares Series C-2 Preferred Stock to Varde Skyway Fund for no consideration. The assignment of the securities may not be considered a sale of securities under Section 16(b). The amount reported reflects the amount of shares of Common Stock issuable upon conversion of the Series C-2 Preferred Stock. The Issuer has the right to redeem the Series C-2 Preferred Stock, in whole or in part at any time (subject to certain limitations on partial redemptions), at a price per share equal to (i) stated value of $1,000, subject to increase in connection with the payment of dividends (the "Series C-2 Stated Value") then in effect multiplied by (a) 120% if redeemed during 2018, (b) 125% if redeemed during 2019, F8 · ownership.nature: (Continued from Footnote 7) or (c) 130% if redeemed after 2019 plus (ii) accrued and unpaid dividends thereon and any other amounts payable by the Issuer in respect thereof (the "Series C-2 Optional Redemption Amount"). Each share of Series C-2 Preferred Stock is convertible at any time at the option of the holder into a number of shares of Common Stock equal to (i) the applicable Series C-2 Optional Redemption Amount divided by (ii) a conversion price of $6.15, subject to adjustment (the "Series C-2 Conversion Price"). Following the closing of the Transaction Agreement (the "Closing Date"), the aggregate number of shares of Series C-2 Preferred Stock became immediately convertible into 4,878,049 shares of Common Stock, based on an initial Series C-2 Conversion Price of $6.15 and the initial Series C-2 Optional Redemption Amount of 120% of the Series C-2 Stated Value. F15 · ownership.nature: Reflects securities held directly or indirectly by Fund XI, Fund XII, Skyway Fund, Mini-Master, Varde Skyway Fund, VIPO, Fund VI-A and VIP. The Varde Fund XI G.P., LLC ("Fund XI GP") is the general partner of Fund XI. The Varde Fund XII G.P., L.P. ("Fund XII GP") is the general partner of Fund XII, and The Varde Fund XII UGP, LLC ("Fund XII UGP") is the general partner of Fund XII GP. The Varde Skyway Fund G.P., LLC ("Skyway Fund GP") is the general partner of Skyway Fund, Mini-Master and Varde Skyway Fund. Varde Investment Partners G.P., LLC ("VIP GP") is the general partner of VIPO. VIP GP is the general partner of Fund VI-A. VIP GP is the general partner of Fund VIP. Varde Partners, L.P. ("Managing Member") is the managing member of each of Fund XI GP, Fund XII UGP, Skyway Fund GP and VIP GP. Varde Partners, Inc. ("General Partner") is the general partner of the Managing Member. Following the transaction described above, F16 · ownership.nature: (Continued from Footnote 15) George G. Hicks may be deemed to beneficially own all of the securities which may be acquired upon conversion of the Series C-1 Preferred Stock, Series C-2 Preferred Stock, the Series D Preferred Stock and the Term Loan because, as the chief executive officer of the General Partner, he may be deemed to have voting and/or dispositive power over such securities. Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, F17 · ownership.nature: (Continued from Footnote 16) each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. Read SEC document |
| December 26, 2018 Filed Feb 14, 2019 20:30 UTC | LILIS ENERGY, INC. LLEX · Entity 147943 | OtherSeries C-2 9.75% Convertible Participating Preferred Stock · Derivative | 2,637 | Not disclosed Strike: $6.15 | Not disclosed |
DisclosureSEC source: 0000899243-19-003767 · doc5.xml · derivative · entry 8 Hicks George G · CIK 0001706059 · Director · 10% owner Varde Investment Partners (Offshore) Master, L.P. · CIK 0001705023 · Director · 10% owner Varde Fund VI-A, L.P. · CIK 0001704987 · Director · 10% owner VARDE INVESTMENT PARTNERS LP · CIK 0001452534 · Director · 10% owner Varde Investment Partners G.P., LLC · CIK 0001704990 · Director · 10% owner VARDE PARTNERS LP · CIK 0001138267 · Director · 10% owner VARDE PARTNERS INC · CIK 0001054846 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See footnotes Disclosed balance after: 25,000 Underlying: Common Stock, $0.001 par value · 535,976 shares Expires not disclosed F1 · price: Pursuant to the Assignment and Assumption Agreement, dated as of December 26, 2018 (the "Common and Preferred Stock Assignment and Assumption Agreement"), by and among The Varde Skyway Master Fund, L.P. ("Skyway Fund"), The Varde Skyway Mini-Master Fund, L.P. ("Mini-Master") and The Varde Skyway Fund, L.P. ("Varde Skyway Fund"), Skyway Fund assigned all of the Skyway Fund's rights and interest in and to the Securities Purchase Agreement, dated as of January 30, 2018 (the "Securities Purchase Agreement"), by and among the Issuer and The Varde Fund XI (Master), L.P. ("Fund XI"), The Varde Fund XII (Master), L.P. ("Fund XII"), Skyway Fund, Varde Investment Partners, L.P. ("VIP"), Varde Investment Partners (Offshore) Master, L.P. ("VIPO") and the Varde Fund VI-A L.P. ("Fund VI-A" and, collectively with Fund XI, Fund XII, VIP, VIPO, and Fund VI-A, the "Varde Parties"), the Registration Rights Agreement, dated as of April 26, 2017, F2 · price: (Continued from Footnote 1) by and among the Issuer and the Varde Parties (the "Registration Rights Agreement"), the Transaction Agreement, dated as of October 10, 2018 (the "Transaction Agreement"), by and among the Issuer and the Varde Parties, and the Registration Rights Agreement, dated as of October 10, 2018, by and among the Issuer and the Varde Parties (the "October 10, 2018 Registration Rights Agreement") to each of Mini-Master Skyway Fund and Varde Skyway Fund and each of Mini-Master Skyway Fund and Varde Skyway Fund, respectively, assumed Skyway Fund's duties and obligations under each of the Securities Purchase Agreement, the Registration Rights Agreement, the Transaction Agreement and the October 10, 2018 Registration Rights Agreement. F13 · derivative.expiration_date: The Series C-2 Preferred Stock is perpetual and has no expiration date. F7 · derivative.underlying_shares: Pursuant to the Common Stock and Preferred Stock Assignment and Assumption Agreement, Skyway Fund assigned (i) 2,637 shares of Series C-2 9.75% Convertible Participating Preferred Stock ("Series C-2 Preferred Stock") to Mini-Master for no consideration and (ii) 613 shares Series C-2 Preferred Stock to Varde Skyway Fund for no consideration. The assignment of the securities may not be considered a sale of securities under Section 16(b). The amount reported reflects the amount of shares of Common Stock issuable upon conversion of the Series C-2 Preferred Stock. The Issuer has the right to redeem the Series C-2 Preferred Stock, in whole or in part at any time (subject to certain limitations on partial redemptions), at a price per share equal to (i) stated value of $1,000, subject to increase in connection with the payment of dividends (the "Series C-2 Stated Value") then in effect multiplied by (a) 120% if redeemed during 2018, (b) 125% if redeemed during 2019, F8 · derivative.underlying_shares: (Continued from Footnote 7) or (c) 130% if redeemed after 2019 plus (ii) accrued and unpaid dividends thereon and any other amounts payable by the Issuer in respect thereof (the "Series C-2 Optional Redemption Amount"). Each share of Series C-2 Preferred Stock is convertible at any time at the option of the holder into a number of shares of Common Stock equal to (i) the applicable Series C-2 Optional Redemption Amount divided by (ii) a conversion price of $6.15, subject to adjustment (the "Series C-2 Conversion Price"). Following the closing of the Transaction Agreement (the "Closing Date"), the aggregate number of shares of Series C-2 Preferred Stock became immediately convertible into 4,878,049 shares of Common Stock, based on an initial Series C-2 Conversion Price of $6.15 and the initial Series C-2 Optional Redemption Amount of 120% of the Series C-2 Stated Value. F1 · ownership.nature: Pursuant to the Assignment and Assumption Agreement, dated as of December 26, 2018 (the "Common and Preferred Stock Assignment and Assumption Agreement"), by and among The Varde Skyway Master Fund, L.P. ("Skyway Fund"), The Varde Skyway Mini-Master Fund, L.P. ("Mini-Master") and The Varde Skyway Fund, L.P. ("Varde Skyway Fund"), Skyway Fund assigned all of the Skyway Fund's rights and interest in and to the Securities Purchase Agreement, dated as of January 30, 2018 (the "Securities Purchase Agreement"), by and among the Issuer and The Varde Fund XI (Master), L.P. ("Fund XI"), The Varde Fund XII (Master), L.P. ("Fund XII"), Skyway Fund, Varde Investment Partners, L.P. ("VIP"), Varde Investment Partners (Offshore) Master, L.P. ("VIPO") and the Varde Fund VI-A L.P. ("Fund VI-A" and, collectively with Fund XI, Fund XII, VIP, VIPO, and Fund VI-A, the "Varde Parties"), the Registration Rights Agreement, dated as of April 26, 2017, F2 · ownership.nature: (Continued from Footnote 1) by and among the Issuer and the Varde Parties (the "Registration Rights Agreement"), the Transaction Agreement, dated as of October 10, 2018 (the "Transaction Agreement"), by and among the Issuer and the Varde Parties, and the Registration Rights Agreement, dated as of October 10, 2018, by and among the Issuer and the Varde Parties (the "October 10, 2018 Registration Rights Agreement") to each of Mini-Master Skyway Fund and Varde Skyway Fund and each of Mini-Master Skyway Fund and Varde Skyway Fund, respectively, assumed Skyway Fund's duties and obligations under each of the Securities Purchase Agreement, the Registration Rights Agreement, the Transaction Agreement and the October 10, 2018 Registration Rights Agreement. F7 · ownership.nature: Pursuant to the Common Stock and Preferred Stock Assignment and Assumption Agreement, Skyway Fund assigned (i) 2,637 shares of Series C-2 9.75% Convertible Participating Preferred Stock ("Series C-2 Preferred Stock") to Mini-Master for no consideration and (ii) 613 shares Series C-2 Preferred Stock to Varde Skyway Fund for no consideration. The assignment of the securities may not be considered a sale of securities under Section 16(b). The amount reported reflects the amount of shares of Common Stock issuable upon conversion of the Series C-2 Preferred Stock. The Issuer has the right to redeem the Series C-2 Preferred Stock, in whole or in part at any time (subject to certain limitations on partial redemptions), at a price per share equal to (i) stated value of $1,000, subject to increase in connection with the payment of dividends (the "Series C-2 Stated Value") then in effect multiplied by (a) 120% if redeemed during 2018, (b) 125% if redeemed during 2019, F8 · ownership.nature: (Continued from Footnote 7) or (c) 130% if redeemed after 2019 plus (ii) accrued and unpaid dividends thereon and any other amounts payable by the Issuer in respect thereof (the "Series C-2 Optional Redemption Amount"). Each share of Series C-2 Preferred Stock is convertible at any time at the option of the holder into a number of shares of Common Stock equal to (i) the applicable Series C-2 Optional Redemption Amount divided by (ii) a conversion price of $6.15, subject to adjustment (the "Series C-2 Conversion Price"). Following the closing of the Transaction Agreement (the "Closing Date"), the aggregate number of shares of Series C-2 Preferred Stock became immediately convertible into 4,878,049 shares of Common Stock, based on an initial Series C-2 Conversion Price of $6.15 and the initial Series C-2 Optional Redemption Amount of 120% of the Series C-2 Stated Value. F15 · ownership.nature: Reflects securities held directly or indirectly by Fund XI, Fund XII, Skyway Fund, Mini-Master, Varde Skyway Fund, VIPO, Fund VI-A and VIP. The Varde Fund XI G.P., LLC ("Fund XI GP") is the general partner of Fund XI. The Varde Fund XII G.P., L.P. ("Fund XII GP") is the general partner of Fund XII, and The Varde Fund XII UGP, LLC ("Fund XII UGP") is the general partner of Fund XII GP. The Varde Skyway Fund G.P., LLC ("Skyway Fund GP") is the general partner of Skyway Fund, Mini-Master and Varde Skyway Fund. Varde Investment Partners G.P., LLC ("VIP GP") is the general partner of VIPO. VIP GP is the general partner of Fund VI-A. VIP GP is the general partner of Fund VIP. Varde Partners, L.P. ("Managing Member") is the managing member of each of Fund XI GP, Fund XII UGP, Skyway Fund GP and VIP GP. Varde Partners, Inc. ("General Partner") is the general partner of the Managing Member. Following the transaction described above, F16 · ownership.nature: (Continued from Footnote 15) George G. Hicks may be deemed to beneficially own all of the securities which may be acquired upon conversion of the Series C-1 Preferred Stock, Series C-2 Preferred Stock, the Series D Preferred Stock and the Term Loan because, as the chief executive officer of the General Partner, he may be deemed to have voting and/or dispositive power over such securities. Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, F17 · ownership.nature: (Continued from Footnote 16) each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. Read SEC document |
| December 26, 2018 Filed Feb 14, 2019 20:30 UTC | LILIS ENERGY, INC. LLEX · Entity 147943 | OtherSeries C-2 9.75% Convertible Participating Preferred Stock · Derivative | 3,250 | Not disclosed Strike: $6.15 | Not disclosed |
DisclosureSEC source: 0000899243-19-003767 · doc5.xml · derivative · entry 7 Hicks George G · CIK 0001706059 · Director · 10% owner Varde Investment Partners (Offshore) Master, L.P. · CIK 0001705023 · Director · 10% owner Varde Fund VI-A, L.P. · CIK 0001704987 · Director · 10% owner VARDE INVESTMENT PARTNERS LP · CIK 0001452534 · Director · 10% owner Varde Investment Partners G.P., LLC · CIK 0001704990 · Director · 10% owner VARDE PARTNERS LP · CIK 0001138267 · Director · 10% owner VARDE PARTNERS INC · CIK 0001054846 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See footnotes Disclosed balance after: 25,000 Underlying: Common Stock, $0.001 par value · 660,569 shares Expires not disclosed F1 · price: Pursuant to the Assignment and Assumption Agreement, dated as of December 26, 2018 (the "Common and Preferred Stock Assignment and Assumption Agreement"), by and among The Varde Skyway Master Fund, L.P. ("Skyway Fund"), The Varde Skyway Mini-Master Fund, L.P. ("Mini-Master") and The Varde Skyway Fund, L.P. ("Varde Skyway Fund"), Skyway Fund assigned all of the Skyway Fund's rights and interest in and to the Securities Purchase Agreement, dated as of January 30, 2018 (the "Securities Purchase Agreement"), by and among the Issuer and The Varde Fund XI (Master), L.P. ("Fund XI"), The Varde Fund XII (Master), L.P. ("Fund XII"), Skyway Fund, Varde Investment Partners, L.P. ("VIP"), Varde Investment Partners (Offshore) Master, L.P. ("VIPO") and the Varde Fund VI-A L.P. ("Fund VI-A" and, collectively with Fund XI, Fund XII, VIP, VIPO, and Fund VI-A, the "Varde Parties"), the Registration Rights Agreement, dated as of April 26, 2017, F2 · price: (Continued from Footnote 1) by and among the Issuer and the Varde Parties (the "Registration Rights Agreement"), the Transaction Agreement, dated as of October 10, 2018 (the "Transaction Agreement"), by and among the Issuer and the Varde Parties, and the Registration Rights Agreement, dated as of October 10, 2018, by and among the Issuer and the Varde Parties (the "October 10, 2018 Registration Rights Agreement") to each of Mini-Master Skyway Fund and Varde Skyway Fund and each of Mini-Master Skyway Fund and Varde Skyway Fund, respectively, assumed Skyway Fund's duties and obligations under each of the Securities Purchase Agreement, the Registration Rights Agreement, the Transaction Agreement and the October 10, 2018 Registration Rights Agreement. F13 · derivative.expiration_date: The Series C-2 Preferred Stock is perpetual and has no expiration date. F7 · derivative.underlying_shares: Pursuant to the Common Stock and Preferred Stock Assignment and Assumption Agreement, Skyway Fund assigned (i) 2,637 shares of Series C-2 9.75% Convertible Participating Preferred Stock ("Series C-2 Preferred Stock") to Mini-Master for no consideration and (ii) 613 shares Series C-2 Preferred Stock to Varde Skyway Fund for no consideration. The assignment of the securities may not be considered a sale of securities under Section 16(b). The amount reported reflects the amount of shares of Common Stock issuable upon conversion of the Series C-2 Preferred Stock. The Issuer has the right to redeem the Series C-2 Preferred Stock, in whole or in part at any time (subject to certain limitations on partial redemptions), at a price per share equal to (i) stated value of $1,000, subject to increase in connection with the payment of dividends (the "Series C-2 Stated Value") then in effect multiplied by (a) 120% if redeemed during 2018, (b) 125% if redeemed during 2019, F8 · derivative.underlying_shares: (Continued from Footnote 7) or (c) 130% if redeemed after 2019 plus (ii) accrued and unpaid dividends thereon and any other amounts payable by the Issuer in respect thereof (the "Series C-2 Optional Redemption Amount"). Each share of Series C-2 Preferred Stock is convertible at any time at the option of the holder into a number of shares of Common Stock equal to (i) the applicable Series C-2 Optional Redemption Amount divided by (ii) a conversion price of $6.15, subject to adjustment (the "Series C-2 Conversion Price"). Following the closing of the Transaction Agreement (the "Closing Date"), the aggregate number of shares of Series C-2 Preferred Stock became immediately convertible into 4,878,049 shares of Common Stock, based on an initial Series C-2 Conversion Price of $6.15 and the initial Series C-2 Optional Redemption Amount of 120% of the Series C-2 Stated Value. F1 · ownership.nature: Pursuant to the Assignment and Assumption Agreement, dated as of December 26, 2018 (the "Common and Preferred Stock Assignment and Assumption Agreement"), by and among The Varde Skyway Master Fund, L.P. ("Skyway Fund"), The Varde Skyway Mini-Master Fund, L.P. ("Mini-Master") and The Varde Skyway Fund, L.P. ("Varde Skyway Fund"), Skyway Fund assigned all of the Skyway Fund's rights and interest in and to the Securities Purchase Agreement, dated as of January 30, 2018 (the "Securities Purchase Agreement"), by and among the Issuer and The Varde Fund XI (Master), L.P. ("Fund XI"), The Varde Fund XII (Master), L.P. ("Fund XII"), Skyway Fund, Varde Investment Partners, L.P. ("VIP"), Varde Investment Partners (Offshore) Master, L.P. ("VIPO") and the Varde Fund VI-A L.P. ("Fund VI-A" and, collectively with Fund XI, Fund XII, VIP, VIPO, and Fund VI-A, the "Varde Parties"), the Registration Rights Agreement, dated as of April 26, 2017, F2 · ownership.nature: (Continued from Footnote 1) by and among the Issuer and the Varde Parties (the "Registration Rights Agreement"), the Transaction Agreement, dated as of October 10, 2018 (the "Transaction Agreement"), by and among the Issuer and the Varde Parties, and the Registration Rights Agreement, dated as of October 10, 2018, by and among the Issuer and the Varde Parties (the "October 10, 2018 Registration Rights Agreement") to each of Mini-Master Skyway Fund and Varde Skyway Fund and each of Mini-Master Skyway Fund and Varde Skyway Fund, respectively, assumed Skyway Fund's duties and obligations under each of the Securities Purchase Agreement, the Registration Rights Agreement, the Transaction Agreement and the October 10, 2018 Registration Rights Agreement. F7 · ownership.nature: Pursuant to the Common Stock and Preferred Stock Assignment and Assumption Agreement, Skyway Fund assigned (i) 2,637 shares of Series C-2 9.75% Convertible Participating Preferred Stock ("Series C-2 Preferred Stock") to Mini-Master for no consideration and (ii) 613 shares Series C-2 Preferred Stock to Varde Skyway Fund for no consideration. The assignment of the securities may not be considered a sale of securities under Section 16(b). The amount reported reflects the amount of shares of Common Stock issuable upon conversion of the Series C-2 Preferred Stock. The Issuer has the right to redeem the Series C-2 Preferred Stock, in whole or in part at any time (subject to certain limitations on partial redemptions), at a price per share equal to (i) stated value of $1,000, subject to increase in connection with the payment of dividends (the "Series C-2 Stated Value") then in effect multiplied by (a) 120% if redeemed during 2018, (b) 125% if redeemed during 2019, F8 · ownership.nature: (Continued from Footnote 7) or (c) 130% if redeemed after 2019 plus (ii) accrued and unpaid dividends thereon and any other amounts payable by the Issuer in respect thereof (the "Series C-2 Optional Redemption Amount"). Each share of Series C-2 Preferred Stock is convertible at any time at the option of the holder into a number of shares of Common Stock equal to (i) the applicable Series C-2 Optional Redemption Amount divided by (ii) a conversion price of $6.15, subject to adjustment (the "Series C-2 Conversion Price"). Following the closing of the Transaction Agreement (the "Closing Date"), the aggregate number of shares of Series C-2 Preferred Stock became immediately convertible into 4,878,049 shares of Common Stock, based on an initial Series C-2 Conversion Price of $6.15 and the initial Series C-2 Optional Redemption Amount of 120% of the Series C-2 Stated Value. F15 · ownership.nature: Reflects securities held directly or indirectly by Fund XI, Fund XII, Skyway Fund, Mini-Master, Varde Skyway Fund, VIPO, Fund VI-A and VIP. The Varde Fund XI G.P., LLC ("Fund XI GP") is the general partner of Fund XI. The Varde Fund XII G.P., L.P. ("Fund XII GP") is the general partner of Fund XII, and The Varde Fund XII UGP, LLC ("Fund XII UGP") is the general partner of Fund XII GP. The Varde Skyway Fund G.P., LLC ("Skyway Fund GP") is the general partner of Skyway Fund, Mini-Master and Varde Skyway Fund. Varde Investment Partners G.P., LLC ("VIP GP") is the general partner of VIPO. VIP GP is the general partner of Fund VI-A. VIP GP is the general partner of Fund VIP. Varde Partners, L.P. ("Managing Member") is the managing member of each of Fund XI GP, Fund XII UGP, Skyway Fund GP and VIP GP. Varde Partners, Inc. ("General Partner") is the general partner of the Managing Member. Following the transaction described above, F16 · ownership.nature: (Continued from Footnote 15) George G. Hicks may be deemed to beneficially own all of the securities which may be acquired upon conversion of the Series C-1 Preferred Stock, Series C-2 Preferred Stock, the Series D Preferred Stock and the Term Loan because, as the chief executive officer of the General Partner, he may be deemed to have voting and/or dispositive power over such securities. Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, F17 · ownership.nature: (Continued from Footnote 16) each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. Read SEC document |
| December 26, 2018 Filed Feb 14, 2019 20:30 UTC | LILIS ENERGY, INC. LLEX · Entity 147943 | OtherSeries C-1 9.75% Convertible Participating Preferred Stock · Derivative | 2,451 | Not disclosed Strike: $6.15 | Not disclosed |
DisclosureSEC source: 0000899243-19-003767 · doc5.xml · derivative · entry 6 Hicks George G · CIK 0001706059 · Director · 10% owner Varde Investment Partners (Offshore) Master, L.P. · CIK 0001705023 · Director · 10% owner Varde Fund VI-A, L.P. · CIK 0001704987 · Director · 10% owner VARDE INVESTMENT PARTNERS LP · CIK 0001452534 · Director · 10% owner Varde Investment Partners G.P., LLC · CIK 0001704990 · Director · 10% owner VARDE PARTNERS LP · CIK 0001138267 · Director · 10% owner VARDE PARTNERS INC · CIK 0001054846 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See footnotes Disclosed balance after: 100,000 Underlying: Common Stock, $0.001 par value · 498,171 shares Expires not disclosed F1 · price: Pursuant to the Assignment and Assumption Agreement, dated as of December 26, 2018 (the "Common and Preferred Stock Assignment and Assumption Agreement"), by and among The Varde Skyway Master Fund, L.P. ("Skyway Fund"), The Varde Skyway Mini-Master Fund, L.P. ("Mini-Master") and The Varde Skyway Fund, L.P. ("Varde Skyway Fund"), Skyway Fund assigned all of the Skyway Fund's rights and interest in and to the Securities Purchase Agreement, dated as of January 30, 2018 (the "Securities Purchase Agreement"), by and among the Issuer and The Varde Fund XI (Master), L.P. ("Fund XI"), The Varde Fund XII (Master), L.P. ("Fund XII"), Skyway Fund, Varde Investment Partners, L.P. ("VIP"), Varde Investment Partners (Offshore) Master, L.P. ("VIPO") and the Varde Fund VI-A L.P. ("Fund VI-A" and, collectively with Fund XI, Fund XII, VIP, VIPO, and Fund VI-A, the "Varde Parties"), the Registration Rights Agreement, dated as of April 26, 2017, F2 · price: (Continued from Footnote 1) by and among the Issuer and the Varde Parties (the "Registration Rights Agreement"), the Transaction Agreement, dated as of October 10, 2018 (the "Transaction Agreement"), by and among the Issuer and the Varde Parties, and the Registration Rights Agreement, dated as of October 10, 2018, by and among the Issuer and the Varde Parties (the "October 10, 2018 Registration Rights Agreement") to each of Mini-Master Skyway Fund and Varde Skyway Fund and each of Mini-Master Skyway Fund and Varde Skyway Fund, respectively, assumed Skyway Fund's duties and obligations under each of the Securities Purchase Agreement, the Registration Rights Agreement, the Transaction Agreement and the October 10, 2018 Registration Rights Agreement. F12 · derivative.expiration_date: The Series C-1 Preferred Stock is perpetual and has no expiration date. F5 · derivative.underlying_shares: Pursuant to the Common Stock and Preferred Stock Assignment and Assumption Agreement, Skyway Fund assigned (i) 10,549 shares of Series C-1 9.75% Convertible Participating Preferred Stock ("Series C-1 Preferred Stock") to Mini-Master for no consideration and (ii) 2,451 shares of Series C-1 Preferred Stock to Varde Skyway Fund for no consideration. The assignment of the securities may not be considered a sale of securities under Section 16(b). The amount reported reflects the amount of shares of Common Stock issuable upon conversion of the Series C-1 Preferred Stock. The Issuer has the right to redeem the Series C-1 Preferred Stock, in whole or in part at any time (subject to certain limitations on partial redemptions), at a price per share equal to (i) stated value of $1,000, subject to increase in connection with the payment of dividends (the "Series C-1 Stated Value") then in effect multiplied by (a) 120% if redeemed during 2018, (b) 125% if redeemed during 2019, F6 · derivative.underlying_shares: (Continued from Footnote 5) or (c) 130% if redeemed after 2019 plus (ii) accrued and unpaid dividends thereon and any other amounts payable by the Issuer in respect thereof (the "Series C-1 Optional Redemption Amount"). Each share of Series C-1 Preferred Stock is convertible at any time at the option of the holder into a number of shares of Common Stock equal to (i) the applicable Series C-1 Optional Redemption Amount divided by (ii) a conversion price of $6.15, subject to adjustment (the "Series C-1 Conversion Price"). Following the closing of the Share Purchase Agreement (the "Closing Date"), the aggregate number of shares of Series C-1 Preferred Stock became immediately convertible into 23,325,203 shares of Common Stock, based on an initial Series C-1 Conversion Price of $6.15 and the Initial Series C-1 Optional Redemption Amount of 120% of the Series C-1 Stated Value. F1 · ownership.nature: Pursuant to the Assignment and Assumption Agreement, dated as of December 26, 2018 (the "Common and Preferred Stock Assignment and Assumption Agreement"), by and among The Varde Skyway Master Fund, L.P. ("Skyway Fund"), The Varde Skyway Mini-Master Fund, L.P. ("Mini-Master") and The Varde Skyway Fund, L.P. ("Varde Skyway Fund"), Skyway Fund assigned all of the Skyway Fund's rights and interest in and to the Securities Purchase Agreement, dated as of January 30, 2018 (the "Securities Purchase Agreement"), by and among the Issuer and The Varde Fund XI (Master), L.P. ("Fund XI"), The Varde Fund XII (Master), L.P. ("Fund XII"), Skyway Fund, Varde Investment Partners, L.P. ("VIP"), Varde Investment Partners (Offshore) Master, L.P. ("VIPO") and the Varde Fund VI-A L.P. ("Fund VI-A" and, collectively with Fund XI, Fund XII, VIP, VIPO, and Fund VI-A, the "Varde Parties"), the Registration Rights Agreement, dated as of April 26, 2017, F2 · ownership.nature: (Continued from Footnote 1) by and among the Issuer and the Varde Parties (the "Registration Rights Agreement"), the Transaction Agreement, dated as of October 10, 2018 (the "Transaction Agreement"), by and among the Issuer and the Varde Parties, and the Registration Rights Agreement, dated as of October 10, 2018, by and among the Issuer and the Varde Parties (the "October 10, 2018 Registration Rights Agreement") to each of Mini-Master Skyway Fund and Varde Skyway Fund and each of Mini-Master Skyway Fund and Varde Skyway Fund, respectively, assumed Skyway Fund's duties and obligations under each of the Securities Purchase Agreement, the Registration Rights Agreement, the Transaction Agreement and the October 10, 2018 Registration Rights Agreement. F5 · ownership.nature: Pursuant to the Common Stock and Preferred Stock Assignment and Assumption Agreement, Skyway Fund assigned (i) 10,549 shares of Series C-1 9.75% Convertible Participating Preferred Stock ("Series C-1 Preferred Stock") to Mini-Master for no consideration and (ii) 2,451 shares of Series C-1 Preferred Stock to Varde Skyway Fund for no consideration. The assignment of the securities may not be considered a sale of securities under Section 16(b). The amount reported reflects the amount of shares of Common Stock issuable upon conversion of the Series C-1 Preferred Stock. The Issuer has the right to redeem the Series C-1 Preferred Stock, in whole or in part at any time (subject to certain limitations on partial redemptions), at a price per share equal to (i) stated value of $1,000, subject to increase in connection with the payment of dividends (the "Series C-1 Stated Value") then in effect multiplied by (a) 120% if redeemed during 2018, (b) 125% if redeemed during 2019, F6 · ownership.nature: (Continued from Footnote 5) or (c) 130% if redeemed after 2019 plus (ii) accrued and unpaid dividends thereon and any other amounts payable by the Issuer in respect thereof (the "Series C-1 Optional Redemption Amount"). Each share of Series C-1 Preferred Stock is convertible at any time at the option of the holder into a number of shares of Common Stock equal to (i) the applicable Series C-1 Optional Redemption Amount divided by (ii) a conversion price of $6.15, subject to adjustment (the "Series C-1 Conversion Price"). Following the closing of the Share Purchase Agreement (the "Closing Date"), the aggregate number of shares of Series C-1 Preferred Stock became immediately convertible into 23,325,203 shares of Common Stock, based on an initial Series C-1 Conversion Price of $6.15 and the Initial Series C-1 Optional Redemption Amount of 120% of the Series C-1 Stated Value. F15 · ownership.nature: Reflects securities held directly or indirectly by Fund XI, Fund XII, Skyway Fund, Mini-Master, Varde Skyway Fund, VIPO, Fund VI-A and VIP. The Varde Fund XI G.P., LLC ("Fund XI GP") is the general partner of Fund XI. The Varde Fund XII G.P., L.P. ("Fund XII GP") is the general partner of Fund XII, and The Varde Fund XII UGP, LLC ("Fund XII UGP") is the general partner of Fund XII GP. The Varde Skyway Fund G.P., LLC ("Skyway Fund GP") is the general partner of Skyway Fund, Mini-Master and Varde Skyway Fund. Varde Investment Partners G.P., LLC ("VIP GP") is the general partner of VIPO. VIP GP is the general partner of Fund VI-A. VIP GP is the general partner of Fund VIP. Varde Partners, L.P. ("Managing Member") is the managing member of each of Fund XI GP, Fund XII UGP, Skyway Fund GP and VIP GP. Varde Partners, Inc. ("General Partner") is the general partner of the Managing Member. Following the transaction described above, F16 · ownership.nature: (Continued from Footnote 15) George G. Hicks may be deemed to beneficially own all of the securities which may be acquired upon conversion of the Series C-1 Preferred Stock, Series C-2 Preferred Stock, the Series D Preferred Stock and the Term Loan because, as the chief executive officer of the General Partner, he may be deemed to have voting and/or dispositive power over such securities. Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, F17 · ownership.nature: (Continued from Footnote 16) each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. Read SEC document |
| December 26, 2018 Filed Feb 14, 2019 20:30 UTC | LILIS ENERGY, INC. LLEX · Entity 147943 | OtherSeries C-1 9.75% Convertible Participating Preferred Stock · Derivative | 10,549 | Not disclosed Strike: $6.15 | Not disclosed |
DisclosureSEC source: 0000899243-19-003767 · doc5.xml · derivative · entry 5 Hicks George G · CIK 0001706059 · Director · 10% owner Varde Investment Partners (Offshore) Master, L.P. · CIK 0001705023 · Director · 10% owner Varde Fund VI-A, L.P. · CIK 0001704987 · Director · 10% owner VARDE INVESTMENT PARTNERS LP · CIK 0001452534 · Director · 10% owner Varde Investment Partners G.P., LLC · CIK 0001704990 · Director · 10% owner VARDE PARTNERS LP · CIK 0001138267 · Director · 10% owner VARDE PARTNERS INC · CIK 0001054846 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See footnotes Disclosed balance after: 100,000 Underlying: Common Stock, $0.001 par value · 2,144,106 shares Expires not disclosed F1 · price: Pursuant to the Assignment and Assumption Agreement, dated as of December 26, 2018 (the "Common and Preferred Stock Assignment and Assumption Agreement"), by and among The Varde Skyway Master Fund, L.P. ("Skyway Fund"), The Varde Skyway Mini-Master Fund, L.P. ("Mini-Master") and The Varde Skyway Fund, L.P. ("Varde Skyway Fund"), Skyway Fund assigned all of the Skyway Fund's rights and interest in and to the Securities Purchase Agreement, dated as of January 30, 2018 (the "Securities Purchase Agreement"), by and among the Issuer and The Varde Fund XI (Master), L.P. ("Fund XI"), The Varde Fund XII (Master), L.P. ("Fund XII"), Skyway Fund, Varde Investment Partners, L.P. ("VIP"), Varde Investment Partners (Offshore) Master, L.P. ("VIPO") and the Varde Fund VI-A L.P. ("Fund VI-A" and, collectively with Fund XI, Fund XII, VIP, VIPO, and Fund VI-A, the "Varde Parties"), the Registration Rights Agreement, dated as of April 26, 2017, F2 · price: (Continued from Footnote 1) by and among the Issuer and the Varde Parties (the "Registration Rights Agreement"), the Transaction Agreement, dated as of October 10, 2018 (the "Transaction Agreement"), by and among the Issuer and the Varde Parties, and the Registration Rights Agreement, dated as of October 10, 2018, by and among the Issuer and the Varde Parties (the "October 10, 2018 Registration Rights Agreement") to each of Mini-Master Skyway Fund and Varde Skyway Fund and each of Mini-Master Skyway Fund and Varde Skyway Fund, respectively, assumed Skyway Fund's duties and obligations under each of the Securities Purchase Agreement, the Registration Rights Agreement, the Transaction Agreement and the October 10, 2018 Registration Rights Agreement. F12 · derivative.expiration_date: The Series C-1 Preferred Stock is perpetual and has no expiration date. F5 · derivative.underlying_shares: Pursuant to the Common Stock and Preferred Stock Assignment and Assumption Agreement, Skyway Fund assigned (i) 10,549 shares of Series C-1 9.75% Convertible Participating Preferred Stock ("Series C-1 Preferred Stock") to Mini-Master for no consideration and (ii) 2,451 shares of Series C-1 Preferred Stock to Varde Skyway Fund for no consideration. The assignment of the securities may not be considered a sale of securities under Section 16(b). The amount reported reflects the amount of shares of Common Stock issuable upon conversion of the Series C-1 Preferred Stock. The Issuer has the right to redeem the Series C-1 Preferred Stock, in whole or in part at any time (subject to certain limitations on partial redemptions), at a price per share equal to (i) stated value of $1,000, subject to increase in connection with the payment of dividends (the "Series C-1 Stated Value") then in effect multiplied by (a) 120% if redeemed during 2018, (b) 125% if redeemed during 2019, F6 · derivative.underlying_shares: (Continued from Footnote 5) or (c) 130% if redeemed after 2019 plus (ii) accrued and unpaid dividends thereon and any other amounts payable by the Issuer in respect thereof (the "Series C-1 Optional Redemption Amount"). Each share of Series C-1 Preferred Stock is convertible at any time at the option of the holder into a number of shares of Common Stock equal to (i) the applicable Series C-1 Optional Redemption Amount divided by (ii) a conversion price of $6.15, subject to adjustment (the "Series C-1 Conversion Price"). Following the closing of the Share Purchase Agreement (the "Closing Date"), the aggregate number of shares of Series C-1 Preferred Stock became immediately convertible into 23,325,203 shares of Common Stock, based on an initial Series C-1 Conversion Price of $6.15 and the Initial Series C-1 Optional Redemption Amount of 120% of the Series C-1 Stated Value. F1 · ownership.nature: Pursuant to the Assignment and Assumption Agreement, dated as of December 26, 2018 (the "Common and Preferred Stock Assignment and Assumption Agreement"), by and among The Varde Skyway Master Fund, L.P. ("Skyway Fund"), The Varde Skyway Mini-Master Fund, L.P. ("Mini-Master") and The Varde Skyway Fund, L.P. ("Varde Skyway Fund"), Skyway Fund assigned all of the Skyway Fund's rights and interest in and to the Securities Purchase Agreement, dated as of January 30, 2018 (the "Securities Purchase Agreement"), by and among the Issuer and The Varde Fund XI (Master), L.P. ("Fund XI"), The Varde Fund XII (Master), L.P. ("Fund XII"), Skyway Fund, Varde Investment Partners, L.P. ("VIP"), Varde Investment Partners (Offshore) Master, L.P. ("VIPO") and the Varde Fund VI-A L.P. ("Fund VI-A" and, collectively with Fund XI, Fund XII, VIP, VIPO, and Fund VI-A, the "Varde Parties"), the Registration Rights Agreement, dated as of April 26, 2017, F2 · ownership.nature: (Continued from Footnote 1) by and among the Issuer and the Varde Parties (the "Registration Rights Agreement"), the Transaction Agreement, dated as of October 10, 2018 (the "Transaction Agreement"), by and among the Issuer and the Varde Parties, and the Registration Rights Agreement, dated as of October 10, 2018, by and among the Issuer and the Varde Parties (the "October 10, 2018 Registration Rights Agreement") to each of Mini-Master Skyway Fund and Varde Skyway Fund and each of Mini-Master Skyway Fund and Varde Skyway Fund, respectively, assumed Skyway Fund's duties and obligations under each of the Securities Purchase Agreement, the Registration Rights Agreement, the Transaction Agreement and the October 10, 2018 Registration Rights Agreement. F5 · ownership.nature: Pursuant to the Common Stock and Preferred Stock Assignment and Assumption Agreement, Skyway Fund assigned (i) 10,549 shares of Series C-1 9.75% Convertible Participating Preferred Stock ("Series C-1 Preferred Stock") to Mini-Master for no consideration and (ii) 2,451 shares of Series C-1 Preferred Stock to Varde Skyway Fund for no consideration. The assignment of the securities may not be considered a sale of securities under Section 16(b). The amount reported reflects the amount of shares of Common Stock issuable upon conversion of the Series C-1 Preferred Stock. The Issuer has the right to redeem the Series C-1 Preferred Stock, in whole or in part at any time (subject to certain limitations on partial redemptions), at a price per share equal to (i) stated value of $1,000, subject to increase in connection with the payment of dividends (the "Series C-1 Stated Value") then in effect multiplied by (a) 120% if redeemed during 2018, (b) 125% if redeemed during 2019, F6 · ownership.nature: (Continued from Footnote 5) or (c) 130% if redeemed after 2019 plus (ii) accrued and unpaid dividends thereon and any other amounts payable by the Issuer in respect thereof (the "Series C-1 Optional Redemption Amount"). Each share of Series C-1 Preferred Stock is convertible at any time at the option of the holder into a number of shares of Common Stock equal to (i) the applicable Series C-1 Optional Redemption Amount divided by (ii) a conversion price of $6.15, subject to adjustment (the "Series C-1 Conversion Price"). Following the closing of the Share Purchase Agreement (the "Closing Date"), the aggregate number of shares of Series C-1 Preferred Stock became immediately convertible into 23,325,203 shares of Common Stock, based on an initial Series C-1 Conversion Price of $6.15 and the Initial Series C-1 Optional Redemption Amount of 120% of the Series C-1 Stated Value. F15 · ownership.nature: Reflects securities held directly or indirectly by Fund XI, Fund XII, Skyway Fund, Mini-Master, Varde Skyway Fund, VIPO, Fund VI-A and VIP. The Varde Fund XI G.P., LLC ("Fund XI GP") is the general partner of Fund XI. The Varde Fund XII G.P., L.P. ("Fund XII GP") is the general partner of Fund XII, and The Varde Fund XII UGP, LLC ("Fund XII UGP") is the general partner of Fund XII GP. The Varde Skyway Fund G.P., LLC ("Skyway Fund GP") is the general partner of Skyway Fund, Mini-Master and Varde Skyway Fund. Varde Investment Partners G.P., LLC ("VIP GP") is the general partner of VIPO. VIP GP is the general partner of Fund VI-A. VIP GP is the general partner of Fund VIP. Varde Partners, L.P. ("Managing Member") is the managing member of each of Fund XI GP, Fund XII UGP, Skyway Fund GP and VIP GP. Varde Partners, Inc. ("General Partner") is the general partner of the Managing Member. Following the transaction described above, F16 · ownership.nature: (Continued from Footnote 15) George G. Hicks may be deemed to beneficially own all of the securities which may be acquired upon conversion of the Series C-1 Preferred Stock, Series C-2 Preferred Stock, the Series D Preferred Stock and the Term Loan because, as the chief executive officer of the General Partner, he may be deemed to have voting and/or dispositive power over such securities. Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, F17 · ownership.nature: (Continued from Footnote 16) each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. Read SEC document |
| December 26, 2018 Filed Feb 14, 2019 20:30 UTC | LILIS ENERGY, INC. LLEX · Entity 147943 | OtherSeries C-1 9.75% Convertible Participating Preferred Stock · Derivative | 13,000 | Not disclosed Strike: $6.15 | Not disclosed |
DisclosureSEC source: 0000899243-19-003767 · doc5.xml · derivative · entry 4 Hicks George G · CIK 0001706059 · Director · 10% owner Varde Investment Partners (Offshore) Master, L.P. · CIK 0001705023 · Director · 10% owner Varde Fund VI-A, L.P. · CIK 0001704987 · Director · 10% owner VARDE INVESTMENT PARTNERS LP · CIK 0001452534 · Director · 10% owner Varde Investment Partners G.P., LLC · CIK 0001704990 · Director · 10% owner VARDE PARTNERS LP · CIK 0001138267 · Director · 10% owner VARDE PARTNERS INC · CIK 0001054846 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See footnotes Disclosed balance after: 100,000 Underlying: Common Stock, $0.001 par value · 2,642,276 shares Expires not disclosed F1 · price: Pursuant to the Assignment and Assumption Agreement, dated as of December 26, 2018 (the "Common and Preferred Stock Assignment and Assumption Agreement"), by and among The Varde Skyway Master Fund, L.P. ("Skyway Fund"), The Varde Skyway Mini-Master Fund, L.P. ("Mini-Master") and The Varde Skyway Fund, L.P. ("Varde Skyway Fund"), Skyway Fund assigned all of the Skyway Fund's rights and interest in and to the Securities Purchase Agreement, dated as of January 30, 2018 (the "Securities Purchase Agreement"), by and among the Issuer and The Varde Fund XI (Master), L.P. ("Fund XI"), The Varde Fund XII (Master), L.P. ("Fund XII"), Skyway Fund, Varde Investment Partners, L.P. ("VIP"), Varde Investment Partners (Offshore) Master, L.P. ("VIPO") and the Varde Fund VI-A L.P. ("Fund VI-A" and, collectively with Fund XI, Fund XII, VIP, VIPO, and Fund VI-A, the "Varde Parties"), the Registration Rights Agreement, dated as of April 26, 2017, F2 · price: (Continued from Footnote 1) by and among the Issuer and the Varde Parties (the "Registration Rights Agreement"), the Transaction Agreement, dated as of October 10, 2018 (the "Transaction Agreement"), by and among the Issuer and the Varde Parties, and the Registration Rights Agreement, dated as of October 10, 2018, by and among the Issuer and the Varde Parties (the "October 10, 2018 Registration Rights Agreement") to each of Mini-Master Skyway Fund and Varde Skyway Fund and each of Mini-Master Skyway Fund and Varde Skyway Fund, respectively, assumed Skyway Fund's duties and obligations under each of the Securities Purchase Agreement, the Registration Rights Agreement, the Transaction Agreement and the October 10, 2018 Registration Rights Agreement. F12 · derivative.expiration_date: The Series C-1 Preferred Stock is perpetual and has no expiration date. F5 · derivative.underlying_shares: Pursuant to the Common Stock and Preferred Stock Assignment and Assumption Agreement, Skyway Fund assigned (i) 10,549 shares of Series C-1 9.75% Convertible Participating Preferred Stock ("Series C-1 Preferred Stock") to Mini-Master for no consideration and (ii) 2,451 shares of Series C-1 Preferred Stock to Varde Skyway Fund for no consideration. The assignment of the securities may not be considered a sale of securities under Section 16(b). The amount reported reflects the amount of shares of Common Stock issuable upon conversion of the Series C-1 Preferred Stock. The Issuer has the right to redeem the Series C-1 Preferred Stock, in whole or in part at any time (subject to certain limitations on partial redemptions), at a price per share equal to (i) stated value of $1,000, subject to increase in connection with the payment of dividends (the "Series C-1 Stated Value") then in effect multiplied by (a) 120% if redeemed during 2018, (b) 125% if redeemed during 2019, F6 · derivative.underlying_shares: (Continued from Footnote 5) or (c) 130% if redeemed after 2019 plus (ii) accrued and unpaid dividends thereon and any other amounts payable by the Issuer in respect thereof (the "Series C-1 Optional Redemption Amount"). Each share of Series C-1 Preferred Stock is convertible at any time at the option of the holder into a number of shares of Common Stock equal to (i) the applicable Series C-1 Optional Redemption Amount divided by (ii) a conversion price of $6.15, subject to adjustment (the "Series C-1 Conversion Price"). Following the closing of the Share Purchase Agreement (the "Closing Date"), the aggregate number of shares of Series C-1 Preferred Stock became immediately convertible into 23,325,203 shares of Common Stock, based on an initial Series C-1 Conversion Price of $6.15 and the Initial Series C-1 Optional Redemption Amount of 120% of the Series C-1 Stated Value. F1 · ownership.nature: Pursuant to the Assignment and Assumption Agreement, dated as of December 26, 2018 (the "Common and Preferred Stock Assignment and Assumption Agreement"), by and among The Varde Skyway Master Fund, L.P. ("Skyway Fund"), The Varde Skyway Mini-Master Fund, L.P. ("Mini-Master") and The Varde Skyway Fund, L.P. ("Varde Skyway Fund"), Skyway Fund assigned all of the Skyway Fund's rights and interest in and to the Securities Purchase Agreement, dated as of January 30, 2018 (the "Securities Purchase Agreement"), by and among the Issuer and The Varde Fund XI (Master), L.P. ("Fund XI"), The Varde Fund XII (Master), L.P. ("Fund XII"), Skyway Fund, Varde Investment Partners, L.P. ("VIP"), Varde Investment Partners (Offshore) Master, L.P. ("VIPO") and the Varde Fund VI-A L.P. ("Fund VI-A" and, collectively with Fund XI, Fund XII, VIP, VIPO, and Fund VI-A, the "Varde Parties"), the Registration Rights Agreement, dated as of April 26, 2017, F2 · ownership.nature: (Continued from Footnote 1) by and among the Issuer and the Varde Parties (the "Registration Rights Agreement"), the Transaction Agreement, dated as of October 10, 2018 (the "Transaction Agreement"), by and among the Issuer and the Varde Parties, and the Registration Rights Agreement, dated as of October 10, 2018, by and among the Issuer and the Varde Parties (the "October 10, 2018 Registration Rights Agreement") to each of Mini-Master Skyway Fund and Varde Skyway Fund and each of Mini-Master Skyway Fund and Varde Skyway Fund, respectively, assumed Skyway Fund's duties and obligations under each of the Securities Purchase Agreement, the Registration Rights Agreement, the Transaction Agreement and the October 10, 2018 Registration Rights Agreement. F5 · ownership.nature: Pursuant to the Common Stock and Preferred Stock Assignment and Assumption Agreement, Skyway Fund assigned (i) 10,549 shares of Series C-1 9.75% Convertible Participating Preferred Stock ("Series C-1 Preferred Stock") to Mini-Master for no consideration and (ii) 2,451 shares of Series C-1 Preferred Stock to Varde Skyway Fund for no consideration. The assignment of the securities may not be considered a sale of securities under Section 16(b). The amount reported reflects the amount of shares of Common Stock issuable upon conversion of the Series C-1 Preferred Stock. The Issuer has the right to redeem the Series C-1 Preferred Stock, in whole or in part at any time (subject to certain limitations on partial redemptions), at a price per share equal to (i) stated value of $1,000, subject to increase in connection with the payment of dividends (the "Series C-1 Stated Value") then in effect multiplied by (a) 120% if redeemed during 2018, (b) 125% if redeemed during 2019, F6 · ownership.nature: (Continued from Footnote 5) or (c) 130% if redeemed after 2019 plus (ii) accrued and unpaid dividends thereon and any other amounts payable by the Issuer in respect thereof (the "Series C-1 Optional Redemption Amount"). Each share of Series C-1 Preferred Stock is convertible at any time at the option of the holder into a number of shares of Common Stock equal to (i) the applicable Series C-1 Optional Redemption Amount divided by (ii) a conversion price of $6.15, subject to adjustment (the "Series C-1 Conversion Price"). Following the closing of the Share Purchase Agreement (the "Closing Date"), the aggregate number of shares of Series C-1 Preferred Stock became immediately convertible into 23,325,203 shares of Common Stock, based on an initial Series C-1 Conversion Price of $6.15 and the Initial Series C-1 Optional Redemption Amount of 120% of the Series C-1 Stated Value. F15 · ownership.nature: Reflects securities held directly or indirectly by Fund XI, Fund XII, Skyway Fund, Mini-Master, Varde Skyway Fund, VIPO, Fund VI-A and VIP. The Varde Fund XI G.P., LLC ("Fund XI GP") is the general partner of Fund XI. The Varde Fund XII G.P., L.P. ("Fund XII GP") is the general partner of Fund XII, and The Varde Fund XII UGP, LLC ("Fund XII UGP") is the general partner of Fund XII GP. The Varde Skyway Fund G.P., LLC ("Skyway Fund GP") is the general partner of Skyway Fund, Mini-Master and Varde Skyway Fund. Varde Investment Partners G.P., LLC ("VIP GP") is the general partner of VIPO. VIP GP is the general partner of Fund VI-A. VIP GP is the general partner of Fund VIP. Varde Partners, L.P. ("Managing Member") is the managing member of each of Fund XI GP, Fund XII UGP, Skyway Fund GP and VIP GP. Varde Partners, Inc. ("General Partner") is the general partner of the Managing Member. Following the transaction described above, F16 · ownership.nature: (Continued from Footnote 15) George G. Hicks may be deemed to beneficially own all of the securities which may be acquired upon conversion of the Series C-1 Preferred Stock, Series C-2 Preferred Stock, the Series D Preferred Stock and the Term Loan because, as the chief executive officer of the General Partner, he may be deemed to have voting and/or dispositive power over such securities. Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, F17 · ownership.nature: (Continued from Footnote 16) each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. Read SEC document |
| December 26, 2018 Filed Feb 14, 2019 20:30 UTC | LILIS ENERGY, INC. LLEX · Entity 147943 | OtherCommon Stock | 145,930 | Not disclosed | Not disclosed |
DisclosureSEC source: 0000899243-19-003767 · doc5.xml · nonDerivative · entry 3 Hicks George G · CIK 0001706059 · Director · 10% owner Varde Investment Partners (Offshore) Master, L.P. · CIK 0001705023 · Director · 10% owner Varde Fund VI-A, L.P. · CIK 0001704987 · Director · 10% owner VARDE INVESTMENT PARTNERS LP · CIK 0001452534 · Director · 10% owner Varde Investment Partners G.P., LLC · CIK 0001704990 · Director · 10% owner VARDE PARTNERS LP · CIK 0001138267 · Director · 10% owner VARDE PARTNERS INC · CIK 0001054846 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See footnotes Disclosed balance after: 47,486,944 F1 · price: Pursuant to the Assignment and Assumption Agreement, dated as of December 26, 2018 (the "Common and Preferred Stock Assignment and Assumption Agreement"), by and among The Varde Skyway Master Fund, L.P. ("Skyway Fund"), The Varde Skyway Mini-Master Fund, L.P. ("Mini-Master") and The Varde Skyway Fund, L.P. ("Varde Skyway Fund"), Skyway Fund assigned all of the Skyway Fund's rights and interest in and to the Securities Purchase Agreement, dated as of January 30, 2018 (the "Securities Purchase Agreement"), by and among the Issuer and The Varde Fund XI (Master), L.P. ("Fund XI"), The Varde Fund XII (Master), L.P. ("Fund XII"), Skyway Fund, Varde Investment Partners, L.P. ("VIP"), Varde Investment Partners (Offshore) Master, L.P. ("VIPO") and the Varde Fund VI-A L.P. ("Fund VI-A" and, collectively with Fund XI, Fund XII, VIP, VIPO, and Fund VI-A, the "Varde Parties"), the Registration Rights Agreement, dated as of April 26, 2017, F2 · price: (Continued from Footnote 1) by and among the Issuer and the Varde Parties (the "Registration Rights Agreement"), the Transaction Agreement, dated as of October 10, 2018 (the "Transaction Agreement"), by and among the Issuer and the Varde Parties, and the Registration Rights Agreement, dated as of October 10, 2018, by and among the Issuer and the Varde Parties (the "October 10, 2018 Registration Rights Agreement") to each of Mini-Master Skyway Fund and Varde Skyway Fund and each of Mini-Master Skyway Fund and Varde Skyway Fund, respectively, assumed Skyway Fund's duties and obligations under each of the Securities Purchase Agreement, the Registration Rights Agreement, the Transaction Agreement and the October 10, 2018 Registration Rights Agreement. F1 · ownership.nature: Pursuant to the Assignment and Assumption Agreement, dated as of December 26, 2018 (the "Common and Preferred Stock Assignment and Assumption Agreement"), by and among The Varde Skyway Master Fund, L.P. ("Skyway Fund"), The Varde Skyway Mini-Master Fund, L.P. ("Mini-Master") and The Varde Skyway Fund, L.P. ("Varde Skyway Fund"), Skyway Fund assigned all of the Skyway Fund's rights and interest in and to the Securities Purchase Agreement, dated as of January 30, 2018 (the "Securities Purchase Agreement"), by and among the Issuer and The Varde Fund XI (Master), L.P. ("Fund XI"), The Varde Fund XII (Master), L.P. ("Fund XII"), Skyway Fund, Varde Investment Partners, L.P. ("VIP"), Varde Investment Partners (Offshore) Master, L.P. ("VIPO") and the Varde Fund VI-A L.P. ("Fund VI-A" and, collectively with Fund XI, Fund XII, VIP, VIPO, and Fund VI-A, the "Varde Parties"), the Registration Rights Agreement, dated as of April 26, 2017, F2 · ownership.nature: (Continued from Footnote 1) by and among the Issuer and the Varde Parties (the "Registration Rights Agreement"), the Transaction Agreement, dated as of October 10, 2018 (the "Transaction Agreement"), by and among the Issuer and the Varde Parties, and the Registration Rights Agreement, dated as of October 10, 2018, by and among the Issuer and the Varde Parties (the "October 10, 2018 Registration Rights Agreement") to each of Mini-Master Skyway Fund and Varde Skyway Fund and each of Mini-Master Skyway Fund and Varde Skyway Fund, respectively, assumed Skyway Fund's duties and obligations under each of the Securities Purchase Agreement, the Registration Rights Agreement, the Transaction Agreement and the October 10, 2018 Registration Rights Agreement. F4 · ownership.nature: Pursuant to the Common Stock and Preferred Stock Assignment and Assumption Agreement, Skyway Fund assigned (i) 627,929 shares of Common Stock to Mini-Master for no consideration and (ii) 145,930 shares of Common Stock to Varde Skyway Fund for no consideration. The assignment of the securities may not be considered a sale of securities under Section 16(b). F15 · ownership.nature: Reflects securities held directly or indirectly by Fund XI, Fund XII, Skyway Fund, Mini-Master, Varde Skyway Fund, VIPO, Fund VI-A and VIP. The Varde Fund XI G.P., LLC ("Fund XI GP") is the general partner of Fund XI. The Varde Fund XII G.P., L.P. ("Fund XII GP") is the general partner of Fund XII, and The Varde Fund XII UGP, LLC ("Fund XII UGP") is the general partner of Fund XII GP. The Varde Skyway Fund G.P., LLC ("Skyway Fund GP") is the general partner of Skyway Fund, Mini-Master and Varde Skyway Fund. Varde Investment Partners G.P., LLC ("VIP GP") is the general partner of VIPO. VIP GP is the general partner of Fund VI-A. VIP GP is the general partner of Fund VIP. Varde Partners, L.P. ("Managing Member") is the managing member of each of Fund XI GP, Fund XII UGP, Skyway Fund GP and VIP GP. Varde Partners, Inc. ("General Partner") is the general partner of the Managing Member. Following the transaction described above, F16 · ownership.nature: (Continued from Footnote 15) George G. Hicks may be deemed to beneficially own all of the securities which may be acquired upon conversion of the Series C-1 Preferred Stock, Series C-2 Preferred Stock, the Series D Preferred Stock and the Term Loan because, as the chief executive officer of the General Partner, he may be deemed to have voting and/or dispositive power over such securities. Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, F17 · ownership.nature: (Continued from Footnote 16) each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. Read SEC document |
Value uses the disclosed total when available, otherwise shares × reported transaction price. It is not an estimate of exercise cash cost or investment performance.