4//SEC Filing
Simon Karen Jo 4
Accession 0000899243-21-047353
CIK 0001866175other
Filed
Dec 7, 7:00 PM ET
Accepted
Dec 8, 5:00 PM ET
Size
6.8 KB
Accession
0000899243-21-047353
Insider Transaction Report
Form 4
Simon Karen Jo
Director
Transactions
- Award
Class A common stock
2021-12-07+5,424→ 5,424 total
Footnotes (3)
- [F1]This Form 4 reports securities acquired in connection with the merger contemplated by that certain Transaction Agreement, dated June 7, 2021, by and among Crescent Energy Company (the "Issuer"), Contango Oil & Gas Company ("Contango"), Independence Energy LLC, IE OpCo LLC, IE C Merger Sub Inc. ("C Merger Sub") and IE L Merger Sub LLC ("L Merger Sub") (the "Transaction Agreement") whereby C Merger Sub merged with and into Contango, with Contango surviving the merger as a direct wholly owned subsidiary of the Issuer (the "Contango Merger") and Contango merged with and into L Merger Sub, with L Merger Sub surviving the merger as a direct wholly owned subsidiary of the Issuer (the "LLC Merger", together with the Contango Merger, the "Mergers"). On December 7, 2021, the effective time of the Mergers, (the "Effective Time"), each outstanding share of common stock, par value $0.04 per share, of Contango ("Contango common stock"),
- [F2](Continued from Footnote 1), was converted automatically into the right to receive 0.200 shares of Class A common stock, par value $0.0001 per share, of the Issuer (the "Crescent Class A common stock") (the "Exchange Ratio"), with cash paid in lieu of the issuance of any fractional shares of Crescent Class A common stock.
- [F3](Continued from footnote 2), The Crescent Class A common stock acquired by the Reporting Person is reported above, and is acquired as a result of the early acceleration of vesting of certain awards of restricted Contango Common Stock cancelled in exchange for the right to receive the number of shares of Crescent Class A common stock equal to the product of the number of shares of Contango Common Stock subject to such award, multiplied by the Exchange Ratio. On the trading day immediately prior to the Effective Time, the closing price of Contango Common stock was $3.11 per share and the Crescent Class A common stock had not yet commenced trading.
Documents
Issuer
Crescent Energy Co
CIK 0001866175
Entity typeother
Related Parties
1- filerCIK 0001861762
Filing Metadata
- Form type
- 4
- Filed
- Dec 7, 7:00 PM ET
- Accepted
- Dec 8, 5:00 PM ET
- Size
- 6.8 KB