SEC Form 3 · accession 0000905148-17-000532
Rosehill Resources Inc. · ROSE
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Kevin Michael Ulrich
10% Owner
Anchorage Advisors Management, LLC
10% Owner
Anchorage Capital Group, L.L.C.
10% Owner
AIO V AIV 3 Holdings, L.P.
10% Owner
Period of report
Apr 27, 2017
Accepted (ET)
May 8, 2017 · 6:07 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001659122
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF1,F2 | holding | — | — | — | 213,128 | I | By AIO V AIV 3 Holdings, L.P. | |
| Class A Common StockF1,F2 | holding | — | — | — | 199,874 | I | By Anchorage Illiquid Opportunities V, L.P. |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Warrants (Right to Buy)F1,F2,F3 | $11.50 | holding | — | — | — | — | — | Class A Common Stock | 1,674,919 | — | I |
| 8.0% Series A Cumulative Perpetual Preferred StockF1,F2,F4 | — | holding | — | — | — | — | — | Class A Common Stock | 2,468,086 | — | I |
| Warrants (Right to Buy)F1,F2,F3 | $11.50 | holding | — | — | — | — | — | Class A Common Stock | 1,570,759 | — | I |
| 8.0% Series A Cumulative Perpetual Preferred StockF1,F2,F4 | — | holding | — | — | — | — | — | Class A Common Stock | 2,314,521 | — | I |
Explanation of responses
- F1Anchorage Capital Group, L.L.C. ("Capital Group") is the investment manager to each of AIO V AIV 3 Holdings, L.P. and Anchorage Illiquid Opportunities V, L.P. Anchorage Advisors Management, L.L.C. ("Management") is the sole managing member of Capital Group. Kevin M. Ulrich is the Chief Executive Officer of Capital Group and the senior managing member of Management.
- F2Each reporting person disclaims beneficial ownership of the reported securities except to the extent, if any, of its or his pecuniary interest therein, and this report shall not be deemed an admission that such reporting person is the beneficial owner of the reported securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
- F3The warrants become exercisable 30 days after the completion of the Business Combination (as defined in the Warrant Agreement, dated March 10, 2016, and filed as Exhibit 4.1 to the Form 8-K filed by the Issuer on March 16, 2016), which occurred April 27, 2017, and expire five years after the completion of the Business Combination or earlier upon redemption or liquidation.
- F44. The 8.0% Series A Cumulative Perpetual Preferred Stock are convertible, at the holder's option and at any time, initially into 86.9565 shares of Class A Common Stock (which is equivalent to an initial conversion price of approximately $11.50 per share). The 8.0% Series A Cumulative Perpetual Preferred Stock has no expiration date.