4//SEC Filing
EnCap Energy Capital Fund V L P 4
Accession 0000899243-21-001388
CIK 0000010254other
Filed
Jan 10, 7:00 PM ET
Accepted
Jan 11, 6:26 PM ET
Size
30.0 KB
Accession
0000899243-21-001388
Insider Transaction Report
Form 4
EnCap V-B Acquisitions, L.P.
10% Owner
Transactions
- Other
Class A Common Stock
2021-01-07$3.99/sh−638,744$2,548,589→ 4,611,808 total(indirect: See footnote)
Holdings
- 33,956,524(indirect: See footnote)
Class B Common Stock
→ Class A Common Stock
Bold Energy Holdings, LLC
10% Owner
Transactions
- Other
Class A Common Stock
2021-01-07$3.99/sh−638,744$2,548,589→ 4,611,808 total(indirect: See footnote)
Holdings
- 33,956,524(indirect: See footnote)
Class B Common Stock
→ Class A Common Stock
EnCap Energy Capital Fund IX, L.P.
10% Owner
Transactions
- Other
Class A Common Stock
2021-01-07$3.99/sh−638,744$2,548,589→ 4,611,808 total(indirect: See footnote)
Holdings
- 33,956,524(indirect: See footnote)
Class B Common Stock
→ Class A Common Stock
EnCap Energy Capital Fund V L P
10% Owner
Transactions
- Other
Class A Common Stock
2021-01-07$3.99/sh−638,744$2,548,589→ 4,611,808 total(indirect: See footnote)
Holdings
- 33,956,524(indirect: See footnote)
Class B Common Stock
→ Class A Common Stock
ENCAP ENERGY CAPITAL FUND VI L P
10% Owner
Transactions
- Other
Class A Common Stock
2021-01-07$3.99/sh−638,744$2,548,589→ 4,611,808 total(indirect: See footnote)
Holdings
- 33,956,524(indirect: See footnote)
Class B Common Stock
→ Class A Common Stock
EnCap VI-B Acquisitions, L.P.
10% Owner
Transactions
- Other
Class A Common Stock
2021-01-07$3.99/sh−638,744$2,548,589→ 4,611,808 total(indirect: See footnote)
Holdings
- 33,956,524(indirect: See footnote)
Class B Common Stock
→ Class A Common Stock
ENCAP ENERGY CAPITAL FUND VII LP
10% Owner
Transactions
- Other
Class A Common Stock
2021-01-07$3.99/sh−638,744$2,548,589→ 4,611,808 total(indirect: See footnote)
Holdings
- 33,956,524(indirect: See footnote)
Class B Common Stock
→ Class A Common Stock
EnCap Partners GP, LLC
10% Owner
Transactions
- Other
Class A Common Stock
2021-01-07$3.99/sh−638,744$2,548,589→ 4,611,808 total(indirect: See footnote)
Holdings
- 33,956,524(indirect: See footnote)
Class B Common Stock
→ Class A Common Stock
Footnotes (5)
- [F1]EnCap Partners GP, LLC ("EnCap Partners GP") is general partner of EnCap Partners, LP ("EnCap Partners"), which is managing member of EnCap Investments Holdings, LLC ("EnCap Holdings"), which is sole member of EnCap Investments GP, L.L.C. ("Investments GP"), which is general partner of EnCap Investments L.P. ("Investments LP"), which is general partner of EnCap Equity Fund V GP, L.P. ("Fund V GP"), EnCap Equity Fund VI GP, L.P. ("Fund VI GP"), EnCap Equity Fund VII GP, L.P. ("Fund VII GP") and EnCap Equity Fund IX GP, L.P. ("Fund IX GP"), which are general partner of EnCap Energy Capital Fund V, L.P. ("Fund V"), EnCap Energy Capital Fund VI, L.P. ("Fund VI"), EnCap Energy Capital Fund VII, L.P. ("Fund VII") and EnCap Energy Capital Fund IX, L.P. ("Fund IX"), respectively. Fund V GP is general partner of EnCap Energy Capital Fund V-B, L.P., which is sole member of EnCap V-B Acquisitions GP, LLC, which is general partner of EnCap V-B Acquisitions, L.P. ("Fund V-B").
- [F2](Continued from footnote 1): Fund VI GP is also general partner of EnCap Energy Capital Fund VI-B, L.P., which is sole member of EnCap VI-B Acquisitions GP, LLC, which is general partner of EnCap VI-B Acquisitions, L.P. ("Fund VI-B"). Fund IX directly owns 100% of the membership interests of Bolding Energy Holdings, LLC ("Bold"). Therefore, each EnCap Partners GP, EnCap Partners, EnCap Holdings, Investments GP, Investments LP, Fund V GP, Fund VI GP, Fund VII GP or Fund IX GP may be deemed to beneficially own or to have beneficially owned the reported securities that are or were held of record by any reporting persons under its direct or indirect control. Each reporting person disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein, and this report shall not be deemed an admission that such reporting person is a beneficial owner of the reported securities for purposes of Section 16 or for any other purpose.
- [F3]These shares of Class A Common Stock were directly held by Fund V, Fund V-B, Fund VI and Fund VI-B (collectively, the "Seller Funds") and transferred to Independence Resources Holdings, LLC on January 7, 2021, upon closing of the transactions contemplated by that certain Securities Purchase Agreement, dated December 17, 2020 (the "Transactions").
- [F4]These shares of Class A Common Stock are directly held by Fund VII.
- [F5]These shares of Class B Common Stock are directly held by Bold. Each share of Class B Common Stock represents the right to receive, at Bold's discretion, either one share of Class A Common Stock or its equivalent in cash, in exchange for one share of Class B Common Stock and one Unit of Earthstone Energy Holdings, LLC ("EEH"), in accordance with the terms and subject to the restrictions set forth in the First Amended and Restated Limited Liability Company Agreement of EEH.
Issuer
EARTHSTONE ENERGY INC
CIK 0000010254
Entity typeother
Related Parties
1- filerCIK 0001302312
Filing Metadata
- Form type
- 4
- Filed
- Jan 10, 7:00 PM ET
- Accepted
- Jan 11, 6:26 PM ET
- Size
- 30.0 KB