4//SEC Filing
Nokomis Capital, L.L.C. 4
Accession 0000899243-19-029248
CIK 0001092289other
Filed
Dec 15, 7:00 PM ET
Accepted
Dec 16, 4:17 PM ET
Size
12.4 KB
Accession
0000899243-19-029248
Insider Transaction Report
Form 4
Nokomis Capital, L.L.C.
10% Owner
Transactions
- Sale
Common Shares, par value $0.10 per share
2019-12-12−7,363,053→ 0 total(indirect: See Footnotes) - Sale
12% Series A Convertible Redeemable Preferred Shares
2019-12-12−326,000→ 0 total(indirect: See Footnotes)From: 2016-11-04→ Common Shares, par value $0.10 (14,915,804 underlying)
Hendrickson Brett
10% Owner
Transactions
- Sale
Common Shares, par value $0.10 per share
2019-12-12−7,363,053→ 0 total(indirect: See Footnotes) - Sale
12% Series A Convertible Redeemable Preferred Shares
2019-12-12−326,000→ 0 total(indirect: See Footnotes)From: 2016-11-04→ Common Shares, par value $0.10 (14,915,804 underlying)
Footnotes (6)
- [F1]On December 12, 2019, a private investment fund (the "Nokomis Account") advised by Nokomis Capital, L.L.C. ("Nokomis Capital") entered into a Stock Purchase Agreement with an unaffiliated third party (the "Purchaser") pursuant to which the Nokomis Account agreed to sell to the Purchaser 326,000 shares of TransAtlantic Petroleum, Ltd.'s (the "Issuer") 12.0% Series A Convertible Redeemable Preferred Shares ("Preferred Shares") and 7,363,053 Common Shares, par value $0.10 per share ("Common Shares") of the Issuer for total consideration of $20,640,835.90 in cash, comprised of $17,871,591.67 for the Preferred Shares and $2,769,244.23 for the Common Shares. The filing of this Form 4 shall not be construed as an admission that Nokomis Capital or Brett Hendrickson, the manager of Nokomis Capital, was for the purposes of Section 16(a) of the Securities Exchange Act of 1934, as amended, or otherwise the beneficial owner of any of the Common Shares or Preferred Shares of the Issuer held by the
- [F2](continued from footnote 1) Nokomis Account. Pursuant to Rule 16a-1, both Nokomis Capital and Mr. Hendrickson disclaim such beneficial ownership.
- [F3]Nokomis Capital may have been deemed to have indirectly beneficially owned the Common Shares and Preferred Shares of the Issuer that were held by the Nokomis Account, for which Nokomis Capital is the Investment Manager. Brett Hendrickson reports the Common Shares and Preferred Shares that were held by the Nokomis Account because, as the manager of Nokomis Capital, he controlled the disposition and voting of such securities.
- [F4]This amount includes 821,748 Common Shares received as a dividend on June 28, 2019, and 943,015 Common Shares received as a dividend on September 30, 2019.
- [F5]The Preferred Shares have no expiration date.
- [F6]The Preferred Shares that were beneficially owned by the Reporting Persons were not currently convertible into Common Shares due to certain blocker provisions contained in the governing documents for such Preferred Shares. If such Preferred Shares were convertible, each Preferred Share would be convertible at the option of the holder into 45.7543 Common Shares.
Issuer
TRANSATLANTIC PETROLEUM LTD.
CIK 0001092289
Entity typeother
IncorporatedTX
Related Parties
1- filerCIK 0001541055
Filing Metadata
- Form type
- 4
- Filed
- Dec 15, 7:00 PM ET
- Accepted
- Dec 16, 4:17 PM ET
- Size
- 12.4 KB