0000891836-15-000062.txt : 20150402 0000891836-15-000062.hdr.sgml : 20150402 20150402155641 ACCESSION NUMBER: 0000891836-15-000062 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20150402 DATE AS OF CHANGE: 20150402 GROUP MEMBERS: ANCHORAGE ADVISORS MANAGEMENT L.L.C. GROUP MEMBERS: ANTHONY L. DAVIS GROUP MEMBERS: CORBIN CAPITAL PARTNERS L.P. GROUP MEMBERS: JARED S. STURDIVANT GROUP MEMBERS: KEVIN M. ULRICH GROUP MEMBERS: MICHAEL E. OLSHAN GROUP MEMBERS: O-CAP ADVISORS LLC GROUP MEMBERS: O-CAP GP LLC GROUP MEMBERS: O-CAP MANAGEMENT L.P. GROUP MEMBERS: O-CAP OFFSHORE FUND LTD. GROUP MEMBERS: O-CAP OFFSHORE MASTER FUND L.P. GROUP MEMBERS: O-CAP PARTNERS L.P. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: CUBIC ENERGY INC CENTRAL INDEX KEY: 0000319156 STANDARD INDUSTRIAL CLASSIFICATION: DRILLING OIL & GAS WELLS [1381] IRS NUMBER: 870352095 STATE OF INCORPORATION: TX FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-52119 FILM NUMBER: 15747388 BUSINESS ADDRESS: STREET 1: 9870 PLANO ROAD STREET 2: 9870 PLANO ROAD CITY: DALLAS STATE: TX ZIP: 75238 BUSINESS PHONE: 972-681-8047 MAIL ADDRESS: STREET 1: 9870 PLANO ROAD STREET 2: 9870 PLANO ROAD CITY: DALLAS STATE: TX ZIP: 75238 FORMER COMPANY: FORMER CONFORMED NAME: ROSELAND OIL & GAS INC DATE OF NAME CHANGE: 19931025 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Anchorage Capital Group, L.L.C. CENTRAL INDEX KEY: 0001300714 IRS NUMBER: 200042271 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 610 BROADWAY STREET 2: 6TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10012 BUSINESS PHONE: 212-610-9077 MAIL ADDRESS: STREET 1: 610 BROADWAY STREET 2: 6TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10012 FORMER COMPANY: FORMER CONFORMED NAME: Anchorage Advisors, LLC DATE OF NAME CHANGE: 20040817 SC 13D/A 1 sc0055.htm AMENDMENT NO. 1 TO SCHEDULE 13D sc0055.htm
 
 
UNITED STATES
  
 
SECURITIES AND EXCHANGE COMMISSION
  
 
Washington, D.C. 20549
  
 
____________________
  
     
 
SCHEDULE 13D/A
  
 
Under the Securities Exchange Act of 1934
  
 
(Amendment No. 1)*
  
     
 
CUBIC ENERGY, INC.
  
 
(Name of Issuer)
  
     
 
Common Stock, $0.05 par value per share
  
 
(Title of Class of Securities)
  
     
 
229675103
  
 
(CUSIP Number)
  
     
 
Anchorage Capital Group, L.L.C.
610 Broadway, 6th Floor
New York, NY 10012
Tel: (212) 432-4650
Attn: David Young
 
O-CAP Management, L.P.
600 Madison Avenue, 14th Floor
New York, NY 10022
Tel:  (212) 554-4622
Attn: Jared S. Sturdivant
 
Corbin Capital Partners, L.P.
590 Madison Avenue, 31st Floor
New York, NY 10022
Tel:  (212) 634-7373
Attn:  Anthony Anselmo
  
 
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
  
     
 
April 1, 2015
  
 
(Date of Event which Requires Filing of this Statement)
  
 
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box.  ¨
 
Note:  Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits.  See Rule 13d-7 for other parties to whom copies are to be sent.
 
*  The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.
 
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (the “Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 
 
 
 
 
SCHEDULE 13D
 
 
CUSIP No. 229675103
  
Page 1 of 18

1
NAMES OF REPORTING PERSONS/I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (Entities Only)
 
 
 
Anchorage Advisors Management, L.L.C.
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
 
 
 
(a)  T
 
(b)  £
3
SEC USE ONLY
 
 
 
 
4
SOURCE OF FUNDS (See Instructions)
 
 
 
AF(1)
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
 
 
 
£
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
 
Delaware
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
7
SOLE VOTING POWER
 
 
 
0
8
SHARED VOTING POWER
 
 
 
74,811,987
9
SOLE DISPOSITIVE POWER
 
 
 
0
10
SHARED DISPOSITIVE POWER
 
 
 
74,811,987
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
 
74,811,987
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
(See Instructions)(2)
 
 
 
T
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
 
49.12%(3)
14
TYPE OF REPORTING PERSON (See Instructions)
 
 
 
OO, HC

(1)           See Items 3 and 4 of this Statement.
(2)           See Item 5 of this Statement.  Excludes shares of Common Stock (as defined below) (i) held directly or indirectly by Wallen (as defined below), and (ii) issuable upon the exercise of the Warrants (as defined below) held by the O-CAP funds (as defined below) and by Corbin (as defined below).
(3)           Calculated pursuant to Rule 13d-3 under the Exchange Act on the basis of 77,505,908 shares of Common Stock outstanding on February 10, 2015, as disclosed in Cubic’s 10-Q for the quarter ended December 31, 2014.
 

 
 
 
 

CUSIP No. 229675103
  
Page 2 of 18
 
 
1
NAMES OF REPORTING PERSONS/I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (Entities Only)
 
 
 
Anchorage Capital Group, L.L.C.
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
 
 
 
(a)  T
 
(b)  £
3
SEC USE ONLY
 
 
 
 
4
SOURCE OF FUNDS (See Instructions)
 
 
 
AF(1)
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
 
 
 
£
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
 
Delaware
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
7
SOLE VOTING POWER
 
 
 
0
8
SHARED VOTING POWER
 
 
 
74,811,987
9
SOLE DISPOSITIVE POWER
 
 
 
0
10
SHARED DISPOSITIVE POWER
 
 
 
74,811,987
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
 
74,811,987
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
(See Instructions)(2)
 
 
 
T
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
 
49.12%(3)
14
TYPE OF REPORTING PERSON (See Instructions)
 
 
 
OO, IA

(1)           See Items 3 and 4 of this Statement.
(2)           See Item 5 of this Statement.  Excludes shares of Common Stock (i) held directly or indirectly by Wallen, and (ii) issuable upon the exercise of the Warrants held by the O-CAP funds and by Corbin.
(3)           Calculated pursuant to Rule 13d-3 under the Exchange Act on the basis of 77,505,908 shares of Common Stock outstanding on February 10, 2015, as disclosed in Cubic’s 10-Q for the quarter ended December 31, 2014.
 

 
 
 
 
 
CUSIP No. 229675103
  
Page 3 of 18

1
NAMES OF REPORTING PERSONS/I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (Entities Only)
 
 
 
Anthony L. Davis
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
 
 
 
(a)  T
 
(b)  £
3
SEC USE ONLY
 
 
 
 
4
SOURCE OF FUNDS (See Instructions)
 
 
 
AF(1)
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
 
 
 
£
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
 
United States of America
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
7
SOLE VOTING POWER
 
 
 
0
8
SHARED VOTING POWER
 
 
 
74,811,987
9
SOLE DISPOSITIVE POWER
 
 
 
0
10
SHARED DISPOSITIVE POWER
 
 
 
74,811,987
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
 
74,811,987
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
(See Instructions)(2)
 
 
 
T
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
 
49.12%(3)
14
TYPE OF REPORTING PERSON (See Instructions)
 
 
 
IN, HC

(1)           See Items 3 and 4 of this Statement.
(2)           See Item 5 of this Statement.  Excludes shares of Common Stock (i) held directly or indirectly by Wallen, and (ii) issuable upon the exercise of the Warrants held by the O-CAP funds and by Corbin.
(3)           Calculated pursuant to Rule 13d-3 under the Exchange Act on the basis of 77,505,908 shares of Common Stock outstanding on February 10, 2015, as disclosed in Cubic’s 10-Q for the quarter ended December 31, 2014.
 

 
 
 


CUSIP No. 229675103
  
Page 4 of 18

1
NAMES OF REPORTING PERSONS/I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (Entities Only)
 
 
 
Kevin M. Ulrich
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
 
 
 
(a)  T
 
(b)  £
3
SEC USE ONLY
 
 
 
 
4
SOURCE OF FUNDS (See Instructions)
 
 
 
AF(1)
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
 
 
 
£
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
 
Canada
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
7
SOLE VOTING POWER
 
 
 
0
8
SHARED VOTING POWER
 
 
 
74,811,987
9
SOLE DISPOSITIVE POWER
 
 
 
0
10
SHARED DISPOSITIVE POWER
 
 
 
74,811,987
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
 
74,811,987
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
(See Instructions)(2)
 
 
 
T
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
 
49.12%(3)
14
TYPE OF REPORTING PERSON (See Instructions)
 
 
 
IN, HC

(1)           See Items 3 and 4 of this Statement.
(2)           See Item 5 of this Statement.  Excludes shares of Common Stock (i) held directly or indirectly by Wallen, and (ii) issuable upon the exercise of the Warrants held by the O-CAP funds and by Corbin.
(3)           Calculated pursuant to Rule 13d-3 under the Exchange Act on the basis of 77,505,908 shares of Common Stock outstanding on February 10, 2015, as disclosed in Cubic’s 10-Q for the quarter ended December 31, 2014.


 
 
 


CUSIP No. 229675103
  
Page 5 of 18

1
NAMES OF REPORTING PERSONS/I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (Entities Only)
 
 
 
O-CAP Management, L.P.
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
 
 
 
(a)  T
 
(b)  £
3
SEC USE ONLY
 
 
 
 
4
SOURCE OF FUNDS (See Instructions)
 
 
 
AF,OO(1)
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
 
 
 
£
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
 
Delaware
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
7
SOLE VOTING POWER
 
 
 
0
8
SHARED VOTING POWER
 
 
 
23,939,836
9
SOLE DISPOSITIVE POWER
 
 
 
0
10
SHARED DISPOSITIVE POWER
 
 
 
23,939,836
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
 
23,939,836
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
(See Instructions)(2)
 
 
 
T
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
 
23.60%(3)
14
TYPE OF REPORTING PERSON (See Instructions)
 
 
 
IA

(1)           See Items 3 and 4 of this Statement.
(2)           See Item 5 of this Statement.  Excludes shares of Common Stock (i) held directly or indirectly by Wallen, and (ii) issuable upon the exercise of the Warrants held by the Anchorage funds.
(3)           Calculated pursuant to Rule 13d-3 under the Exchange Act on the basis of 77,505,908 shares of Common Stock outstanding on February 10, 2015, as disclosed in Cubic’s 10-Q for the quarter ended December 31, 2014.


 
 
 


CUSIP No. 229675103
  
Page 6 of 18

1
NAMES OF REPORTING PERSONS/I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (Entities Only)
 
 
 
O-CAP Partners, L.P.
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
 
 
 
(a)  T
 
(b)  £
3
SEC USE ONLY
 
 
 
 
4
SOURCE OF FUNDS (See Instructions)
 
 
 
OO(1)
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
 
 
 
£
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
 
Delaware
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
7
SOLE VOTING POWER
 
 
 
0
8
SHARED VOTING POWER
 
 
 
4,286,727
9
SOLE DISPOSITIVE POWER
 
 
 
0
10
SHARED DISPOSITIVE POWER
 
 
 
4,286,727
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
 
4,286,727
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
(See Instructions)(2)
 
 
 
T
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
 
5.24%(3)
14
TYPE OF REPORTING PERSON (See Instructions)
 
 
 
PN

(1)           See Items 3 and 4 of this Statement.
(2)           See Item 5 of this Statement.  Excludes shares of Common Stock (i) held directly or indirectly by Wallen, and (ii) issuable upon the exercise of the Warrants held by the Anchorage funds, by O-CAPMF (as defined below) and by Corbin.
(3)           Calculated pursuant to Rule 13d-3 under the Exchange Act on the basis of 77,505,908 shares of Common Stock outstanding on February 10, 2015, as disclosed in Cubic’s 10-Q for the quarter ended December 31, 2014.


 
 
 


CUSIP No. 229675103
  
Page 7 of 18

1
NAMES OF REPORTING PERSONS/I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (Entities Only)
 
 
 
O-CAP Offshore Master Fund, L.P.
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
 
 
 
(a)  T
 
(b)  £
3
SEC USE ONLY
 
 
 
 
4
SOURCE OF FUNDS (See Instructions)
 
 
 
OO(1)
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
 
 
 
£
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
 
Cayman Islands
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
7
SOLE VOTING POWER
 
 
 
0
8
SHARED VOTING POWER
 
 
 
3,194,472
9
SOLE DISPOSITIVE POWER
 
 
 
0
10
SHARED DISPOSITIVE POWER
 
 
 
3,194,472
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
 
3,194,472
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
(See Instructions)(2)
 
 
 
T
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
 
3.96%(3)
14
TYPE OF REPORTING PERSON (See Instructions)
 
 
 
PN

(1)           See Items 3 and 4 of this Statement.
(2)           See Item 5 of this Statement.  Excludes shares of Common Stock (i) held directly or indirectly by Wallen, and (ii) issuable upon the exercise of the Warrants held by the Anchorage funds, by O-CAPLP (as defined below) and by Corbin.
(3)           Calculated pursuant to Rule 13d-3 under the Exchange Act on the basis of 77,505,908 shares of Common Stock outstanding on February 10, 2015, as disclosed in Cubic’s 10-Q for the quarter ended December 31, 2014.


 
 
 


CUSIP No. 229675103
  
Page 8 of 18

1
NAMES OF REPORTING PERSONS/I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (Entities Only)
 
 
 
O-CAP Offshore Fund, Ltd.
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
 
 
 
(a)  T
 
(b)  £
3
SEC USE ONLY
 
 
 
 
4
SOURCE OF FUNDS (See Instructions)
 
 
 
OO(1)
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
 
 
 
£
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
 
Cayman Islands
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
7
SOLE VOTING POWER
 
 
 
0
8
SHARED VOTING POWER
 
 
 
3,194,472
9
SOLE DISPOSITIVE POWER
 
 
 
0
10
SHARED DISPOSITIVE POWER
 
 
 
3,194,472
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
 
3,194,472
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
(See Instructions)(2)
 
 
 
T
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
 
3.96%(3)
14
TYPE OF REPORTING PERSON (See Instructions)
 
 
 
CO

(1)           See Items 3 and 4 of this Statement.
(2)           See Item 5 of this Statement.  Excludes shares of Common Stock (i) held directly or indirectly by Wallen, and (ii) issuable upon the exercise of the Warrants held by the Anchorage funds, by O-CAPLP and by Corbin.
(3)           Calculated pursuant to Rule 13d-3 under the Exchange Act on the basis of 77,505,908 shares of Common Stock outstanding on February 10, 2015, as disclosed in Cubic’s 10-Q for the quarter ended December 31, 2014.


 
 
 


CUSIP No. 229675103
  
Page 9 of 18

1
NAMES OF REPORTING PERSONS/I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (Entities Only)
 
 
 
O-CAP Advisors, LLC
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
 
 
 
(a)  T
 
(b)  £
3
SEC USE ONLY
 
 
 
 
4
SOURCE OF FUNDS (See Instructions)
 
 
 
AF,OO(1)
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
 
 
 
£
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
 
Delaware
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
7
SOLE VOTING POWER
 
 
 
0
8
SHARED VOTING POWER
 
 
 
7,481,199
9
SOLE DISPOSITIVE POWER
 
 
 
0
10
SHARED DISPOSITIVE POWER
 
 
 
7,481,199
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
 
7,481,199
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
(See Instructions)(2)
 
 
 
T
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
 
8.80%(3)
14
TYPE OF REPORTING PERSON (See Instructions)
 
 
 
OO

(1)           See Items 3 and 4 of this Statement.
(2)           See Item 5 of this Statement.  Excludes shares of Common Stock (i) held directly or indirectly by Wallen, and (ii) issuable upon the exercise of the Warrants held by the Anchorage funds and by Corbin.
(3)           Calculated pursuant to Rule 13d-3 under the Exchange Act on the basis of 77,505,908 shares of Common Stock outstanding on February 10, 2015, as disclosed in Cubic’s 10-Q for the quarter ended December 31, 2014.


 
 
 


CUSIP No. 229675103
  
Page 10 of 18

1
NAMES OF REPORTING PERSONS/I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (Entities Only)
 
 
 
O-CAP GP, LLC
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
 
 
 
(a)  T
 
(b)  £
3
SEC USE ONLY
 
 
 
 
4
SOURCE OF FUNDS (See Instructions)
 
 
 
AF,OO(1)
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
 
 
 
£
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
 
Delaware
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
7
SOLE VOTING POWER
 
 
 
0
8
SHARED VOTING POWER
 
 
 
23,939,836
9
SOLE DISPOSITIVE POWER
 
 
 
0
10
SHARED DISPOSITIVE POWER
 
 
 
23,939,836
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
 
23,939,836
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
(See Instructions)(2)
 
 
 
T
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
 
23.60%(3)
14
TYPE OF REPORTING PERSON (See Instructions)
 
 
 
OO

(1)           See Items 3 and 4 of this Statement.
(2)           See Item 5 of this Statement.  Excludes shares of Common Stock (i) held directly or indirectly by Wallen, and (ii) issuable upon the exercise of the Warrants held by the Anchorage funds.
(3)           Calculated pursuant to Rule 13d-3 under the Exchange Act on the basis of 77,505,908 shares of Common Stock outstanding on February 10, 2015, as disclosed in Cubic’s 10-Q for the quarter ended December 31, 2014.


 
 
 


CUSIP No. 229675103
  
Page 11 of 18

1
NAMES OF REPORTING PERSONS/I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (Entities Only)
 
 
 
Michael E. Olshan
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
 
 
 
(a)  T
 
(b)  £
3
SEC USE ONLY
 
 
 
 
4
SOURCE OF FUNDS (See Instructions)
 
 
 
AF, OO(1)
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
 
 
 
£
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
 
United States of America
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
7
SOLE VOTING POWER
 
 
 
0
8
SHARED VOTING POWER
 
 
 
23,939,836
9
SOLE DISPOSITIVE POWER
 
 
 
0
10
SHARED DISPOSITIVE POWER
 
 
 
23,939,836
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
 
23,939,836
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
(See Instructions)(2)
 
 
 
T
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
 
23.60%(3)
14
TYPE OF REPORTING PERSON (See Instructions)
 
 
 
IN

(1)           See Items 3 and 4 of this Statement.
(2)           See Item 5 of this Statement.  Excludes shares of Common Stock (i) held directly or indirectly by Wallen, and (ii) issuable upon the exercise of the Warrants held by the Anchorage funds.
(3)           Calculated pursuant to Rule 13d-3 under the Exchange Act on the basis of 77,505,908 shares of Common Stock outstanding on February 10, 2015, as disclosed in Cubic’s 10-Q for the quarter ended December 31, 2014.


 
 
 


CUSIP No. 229675103
  
Page 12 of 18

1
NAMES OF REPORTING PERSONS/I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (Entities Only)
 
 
 
Jared S. Sturdivant
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
 
 
 
(a)  T
 
(b)  £
3
SEC USE ONLY
 
 
 
 
4
SOURCE OF FUNDS (See Instructions)
 
 
 
AF, OO(1)
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
 
 
 
£
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
 
United States of America
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
7
SOLE VOTING POWER
 
 
 
0
8
SHARED VOTING POWER
 
 
 
23,939,836
9
SOLE DISPOSITIVE POWER
 
 
 
0
10
SHARED DISPOSITIVE POWER
 
 
 
23,939,836
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
 
23,939,836
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
(See Instructions)(2)
 
 
 
T
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
 
23.60%(3)
14
TYPE OF REPORTING PERSON (See Instructions)
 
 
 
IN

(1)           See Items 3 and 4 of this Statement.
(2)           See Item 5 of this Statement.  Excludes shares of Common Stock (i) held directly or indirectly by Wallen, and (ii) issuable upon the exercise of the Warrants held by the Anchorage funds.
(3)           Calculated pursuant to Rule 13d-3 under the Exchange Act on the basis of 77,505,908 shares of Common Stock outstanding on February 10, 2015, as disclosed in Cubic’s 10-Q for the quarter ended December 31, 2014.


 
 
 


CUSIP No. 229675103
  
Page 13 of 18

1
NAMES OF REPORTING PERSONS/I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (Entities Only)
 
 
 
Corbin Capital Partners, L.P.
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
 
 
 
(a)  T
 
(b)  £
3
SEC USE ONLY
 
 
 
 
4
SOURCE OF FUNDS (See Instructions)
 
 
 
OO(1)
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
 
 
 
£
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
 
Delaware
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
7
SOLE VOTING POWER
 
 
 
0
8
SHARED VOTING POWER
 
 
 
16,458,637
9
SOLE DISPOSITIVE POWER
 
 
 
0
10
SHARED DISPOSITIVE POWER
 
 
 
16,458,637
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
 
16,458,637
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
(See Instructions)(2)
 
 
 
T
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
 
17.52%(3)
14
TYPE OF REPORTING PERSON (See Instructions)
 
 
 
IA

(1)           See Items 3 and 4 of this Statement.
(2)           See Item 5 of this Statement.  Excludes shares of Common Stock (i) held directly or indirectly by Wallen, and (ii) issuable upon the exercise of the Warrants held by the Anchorage funds and by the O-CAP funds.
(3)           Calculated pursuant to Rule 13d-3 under the Exchange Act on the basis of 77,505,908 shares of Common Stock outstanding on February 10, 2015, as disclosed in Cubic’s 10-Q for the quarter ended December 31, 2014.


 
 
 

Page 14 of 18
 
 
 
This Amendment No. 1 (this “Amendment”) amends and supplements the Schedule 13D (as amended, the “Statement”) filed by the Reporting Persons (as defined in the Statement) with the Securities and Exchange Commission on October 2, 2013, relating to the shares of common stock, par value $0.05 per share (the “Common Stock”), of Cubic Energy, Inc., a Texas corporation (“Cubic”).  Cubic’s principal executive office is located at 9870 Plano Road, Dallas, Texas 75238.
 
 
Item 4.
Purpose of Transaction.
 
Item 4 of the Statement is amended and supplemented as follows:

In connection with certain defaults and events of default under the Note Purchase Agreement, the Reporting Persons have commenced negotiations with Cubic about potential restructuring alternatives with respect to Cubic and its direct and indirect subsidiaries.
 
 
Item 5.
Interest in Securities of the Issuer.
 
Item 5 of the Statement is amended and supplemented as follows:

(c) Each Reporting Person affirms that neither it nor, to the best of its knowledge, any other person identified on the respective Schedule attached to the Statement with respect to such Reporting Person, has engaged in any transaction during the past 60 days involving the securities of Cubic.

 
 

 
 
 
 

 
SIGNATURE
 
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
 
Dated:
April 2, 2015
 
 
ANCHORAGE ADVISORS MANAGEMENT, L.L.C.
       
       
 
By:
 /s/ Kevin M. Ulrich
   
Name:
  Kevin M. Ulrich
   
Title:   
  Senior Managing Member
       
       
 
ANCHORAGE CAPITAL GROUP, L.L.C.
       
       
 
By:
 /s/ Kevin M. Ulrich
   
Name:
 Kevin M. Ulrich
   
Title:
  Chief Executive Officer
       
       
 
ANTHONY L. DAVIS
       
       
 
By:
 /s/ Anthony L. Davis
     
       
 
KEVIN M. ULRICH
       
       
 
By:
 /s/ Kevin M. Ulrich
     
 

 
 
 

 
 
O-CAP PARTNERS, L.P.
       
       
   
By:
O-CAP Advisors, LLC
     
General Partner
       
       
     
By:
 /s/ Michael E. Olshan
       
Name:
Michael E. Olshan
       
Title:
Managing Member
         
         
 
O-CAP OFFSHORE FUND, LTD.
       
       
   
By:
O-CAP Management, L.P.
     
Investment Manager
       
       
     
By:
 /s/ Michael E. Olshan
       
Name:
Michael E. Olshan
       
Title:
Managing Partner
           
           
 
O-CAP OFFSHORE MASTER FUND, L.P.
       
       
   
By:
O-CAP Advisors, LLC
     
General Partner
       
       
     
By:
 /s/ Michael E. Olshan
       
Name:
Michael E. Olshan
       
Title:
Managing Member
           
           
 
O-CAP MANAGEMENT, L.P.
       
       
   
By:
O-CAP GP, LLC
     
General Partner
       
       
     
By:
  /s/ Michael E. Olshan
       
Name:
Michael E. Olshan
       
Title:
Managing Partner
           
 

 
 
 

 
 
O-CAP ADVISORS, LLC
       
       
 
By:
 /s/ Michael E. Olshan
   
Name:
Michael E. Olshan
   
Title:
Managing Member
       
       
 
O-CAP GP, LLC
       
       
 
By:
 /s/ Michael E. Olshan
   
Name:
Michael E. Olshan
   
Title:
Managing Member
       
       
 
MICHAEL E. OLSHAN
       
       
 
By:
 /s/ Michael E. Olshan
     
       
 
JARED S. STURDIVANT
       
       
 
By:
 /s/ Jared S. Sturdivant
     
 

 
 
 

 
 
CORBIN CAPITAL PARTNERS, L.P.
       
       
 
By:
 /s/ Daniel E. Friedman
   
Name:
Daniel E. Friedman
   
Title:
General Counsel