SEC Form 4 · accession 0001209191-16-116793
Cimarex Resolute LLC · REN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2,F3 | Apr 28, 2016 | S | 10,000,000 | $0.51 | D | 4,798,356 | I | See Footnotes |
Table II — derivative securities
Explanation of responses
- F1The entities selling these shares are SPO Partners II, L.P. ("SPO Partners"), which sold 9,554,600 shares, San Francisco Partners, L.P. ("SF Partners"), which sold 401,400 shares and Phoebe Snow Foundation ("PSF") which sold 44,000 shares. The range of prices for the sales on 4/28/2016, reported on line 1 above, was $0.51-$0.741.
- F2As a result of the transaction which caused this filing 4,604,856 shares of the issuer's common stock are owned directly by SPO Partners, and may be deemed to be indirectly beneficially owned by (i) SPO Advisory Partners, L.P. ("SPO Advisory"), the sole general partner of SPO Partners, (ii) SPO Advisory Corp. ("SPO Corp."), the sole general partner of SPO Advisory, and (iii) John H. Scully ("JHS") and Eli J. Weinberg ("EJW"), the two controlling persons of SPO Corp. Additionally 193,500 shares are owned directly by SF Partners, and may be deemed to be indirectly beneficially owned by (i) SF Advisory Partners ("SF Advisory"), the sole general partner of SF Partners, (ii) SPO Corp, the sole general partner of SF Advisory, and (iii) JHS and EJW, the two controlling persons of SPO Corp.
- F3Additionally, following the transaction which caused this filing, JHS beneficially owns 5,100 shares of the issuer's common stock held in the JHS individual retirement account, which is self-directed. Additionally, JHS may be deemed to indirectly beneficially own 100 shares of the issuer's common stock solely in his capacity as the trustee for the John H. Scully Living Trust dated October 1, 2003 ("JHS Trust"). Additionally, Phoebe Snow Foundation ("PSF") owns 21,200 shares of the issuer's common stock. These shares may be deemed to be beneficially owned by JHS solely in his capacity as a controlling person, director and executive officer of PSF.
Remarks
The individuals and entities listed in the notes above (each a "Reporting Person") may be deemed to form a "group", as such term is defined in rule 13d-5(b)(1) promulgated under the Securities Exchange Act of 1934, for the purposes of this filing. This filing shall not be deemed as an admission by any Reporting Person that such a Person is, for purposes of Section 16 of the Securities and Exchange Act of 1934 or otherwise, the beneficial owner of any equity securities covered by this statement. Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of such person's pecuniary interest, if any, therein.