SEC Form 3 · accession 0001209191-16-113627
MAGNUM HUNTER RESOURCES CORP · MHRCQ
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Period of report
Mar 31, 2016
Accepted (ET)
Apr 7, 2016 · 4:31 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001335190
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Series C Cumulative Perpetual Preferred StockF1,F2,F3,F4,F5 | holding | — | — | — | 430,000 | I | See notes | |
| Series D Cumulative Perpetual Preferred StockF6,F2,F3,F4,F5 | holding | — | — | — | 365,000 | I | See notes |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F110.25% Series C Cumulative Perpetual Preferred Stock ("MHR.PRC").
- F2Gruss Capital Management LP, a Delaware limited partnership ("Gruss LP"), which serves as the investment manager to, and has investment discretion over the securities held by, Gruss Global Investors Master, Ltd., a Cayman Islands Exempted Company ("GGI"), and Gruss Global Investors Master Fund (Enhanced), Ltd., a Cayman Islands Exempted Company ("GGIE"), with respect to the relevant stock of Magnum Hunter Resources Corporation (the "Issuer") directly held by GGI and GGIE. Gruss Management, LLC, a Delaware limited liability company ("Gruss"), serves as the general partner to Gruss LP with respect to the relevant stock directly owned by GGI and GGIE. GGI has shared voting and dispositive power over 98,559 shares of MHR.PRC (and similarly, 83,693 shares of MHR.PRD); GGIE has shared voting and dispositive power over 331,441 shares of MHR.PRC (and similarly, over 281,307 shares of MHR.PRD).
- F3Sean Dany, managing member and principal owner of Gruss, may be deemed to have voting and dispositive power with respect to the shares of MHR.PRC and MHR.PRD.
- F4As such, for MHR.PRC, amounts beneficially owned are as follows: GGI: 98,559; GGIE: 331,441; Gruss LP: 430,000; Gruss: 430,000; and Sean Dany: 430,000. As such, for MHR.PRD, amounts beneficially owned are as follows: GGI: 83,693; GGIE: 281,307; Gruss LP: 365,000; Gruss: 365,000; and Sean Dany: 365,000.
- F5Each of GGI, GGIE, Gruss LP, Gruss and Sean Dany, other than with respect to their respective direct holdings, disclaim beneficial ownership of the securities reported herein except to the extent of their respective pecuniary interests therein and the filing of this Form 3 shall not be construed as an admission that any of GGI, GGIE, Gruss LP, Gruss or Sean Dany are the beneficial owner of any securities covered by this Form 3. It is possible that MHR.PRC may, in some circumstances, be considered a voting equity security. This filing is being made as a precautionary matter and shall not be deemed an admission that MHR.PRC is a voting security or that any of the Reporting Persons are subject to the reporting requirements of Section 16 of the Securities Exchange Act of 1934.
- F68.0% Series D Cumulative Perpetual Preferred Stock ("MHR.PRD").