4//SEC Filing
Juniper Capital II GP, L.P. 4
Accession 0001104659-21-077169
CIK 0000077159other
Filed
Jun 3, 8:00 PM ET
Accepted
Jun 4, 5:22 PM ET
Size
8.0 KB
Accession
0001104659-21-077169
Insider Transaction Report
Form 4
Juniper Capital II GP, L.P.
10% Owner
Transactions
- Other
Series A Preferred Stock
2021-06-02+8.89→ 54,061.41 total(indirect: See footnote)From: 2021-07-14→ Common Stock (889 underlying)
Footnotes (5)
- [F1]As previously reported, on January 15, 2021, Rocky Creek Resources, LLC, a Delaware limited liability company ("RCR"), was issued 54,052.52 shares of Series A Preferred Stock of the Issuer ("Series A Preferred Stock") and 5,405,252 Common Units ("Common Units") of PV Energy Holdings, L.P., a Delaware limited partnership and subsidiary of the Issuer (the "Partnership") pursuant to the Contribution Agreement dated November 2, 2020 (the "Contribution Agreement").
- [F2]RCR may elect to have each Common Unit, together with 1/100th of a share of Series A Preferred Stock, held by it, redeemed at any time on or after July 14, 2021 for, at the Partnership's option, either (a) one share of common stock, par value $0.01, of the Issuer ("Common Stock") or (b) a cash payment equal to the average of the volume-weighted closing price of one share of Common Stock for the five trading days prior to the date RCR delivers a notice of redemption for each Common Unit and 1/100th of a share of Series A Preferred Stock redeemed (subject to customary adjustments, including for stock splits, stock dividends and reclassifications).
- [F3]On June 2, 2021, RCR became entitled to receive 8.89 shares of Series A Preferred Stock and 889 Common Units pursuant to customary post-closing adjustments set forth in the Contribution Agreement. The number of shares of Series A Preferred Stock and Common Units issuable pursuant to the post-closing adjustments was determined on June 2, 2021 pursuant to a final settlement statement in accordance with the Contribution Agreement.
- [F4]The Reporting Person is the sole general partner of Juniper Capital II, L.P., a Delaware limited partnership and investment fund that controls RCR and owns a majority of the membership interests in RCR. The Reporting Person disclaims beneficial ownership in the securities except to the extent of its pecuniary interest therein.
- [F5]N/A.
Documents
Issuer
PENN VIRGINIA CORP
CIK 0000077159
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001839104
Filing Metadata
- Form type
- 4
- Filed
- Jun 3, 8:00 PM ET
- Accepted
- Jun 4, 5:22 PM ET
- Size
- 8.0 KB