4//SEC Filing
PHILLIPS D MARTIN 4
Accession 0000899243-20-030974
CIK 0001600470other
Filed
Nov 12, 7:00 PM ET
Accepted
Nov 13, 4:05 PM ET
Size
8.9 KB
Accession
0000899243-20-030974
Insider Transaction Report
Form 4
PHILLIPS D MARTIN
Director10% Owner
Transactions
- Disposition to Issuer
Common Stock
2020-11-13−31,515→ 0 total - Disposition to Issuer
Common Stock
2020-11-13−14,051,904→ 0 total(indirect: See Footnotes)
Footnotes (5)
- [F1]On November 13, 2020, pursuant to the Agreement and Plan of Merger dated as of August 12, 2020 (the "Merger Agreement"), by and among Montage Resources Corporation (the "Issuer") and Southwestern Energy Company ("Southwestern"), the Issuer merged with and into Southwestern, with Southwestern continuing as the surviving corporation (the "Merger"). Pursuant to the Merger Agreement, each issued and outstanding share of common stock of the Issuer, par value $0.01 per share, outstanding as of immediately prior to the effective time of the Merger was converted into the right to receive 1.8656 shares of Southwestern common stock, par value $0.01 per share ("Southwestern Common Stock").
- [F2]On November 12, 2020 (the day prior to the effective time of the Merger), the closing price of one share of Southwestern Common Stock was $2.86.
- [F3]These securities were collectively directly held by EnCap Energy Capital Fund VIII, L.P. ("EnCap Fund VIII"), EnCap Energy Capital Fund VIII Co-Investors, L.P. ("EnCap Fund VIII Co-Invest"), EnCap Energy Capital Fund IX, L.P. ("EnCap Fund IX") and TPR Residual Assets, LLC ("TPR Residual").
- [F4](Continued from Footnote 2) TPR Residual is member-managed by EnCap Fund IX. EnCap Partners GP, LLC ("EnCap Partners GP") is the sole general partner of EnCap Partners, LP, which is the managing member of EnCap Investments Holdings, LLC, which is the sole member of EnCap Investments GP, L.L.C., which is the sole general partner of EnCap Investments L.P. EnCap Investments L.P. is the sole general partner of EnCap Equity Fund VIII GP, L.P. ("EnCap Fund VIII GP") and EnCap Equity Fund IX GP, L.P. ("EnCap Fund IX GP"). EnCap Fund VIII GP is the sole general partner of each of EnCap Fund VIII and EnCap Fund VIII Co-Invest. EnCap Fund IX GP is the sole general partner of EnCap Fund IX.
- [F5](Continued from Footnote 3) The Reporting Person is a Managing Partner of EnCap Partners GP and therefore may be deemed to have beneficially owned the reported securities.
Documents
Issuer
Montage Resources Corp
CIK 0001600470
Entity typeother
Related Parties
1- filerCIK 0001142791
Filing Metadata
- Form type
- 4
- Filed
- Nov 12, 7:00 PM ET
- Accepted
- Nov 13, 4:05 PM ET
- Size
- 8.9 KB