0000899243-19-030119.txt : 20191227
0000899243-19-030119.hdr.sgml : 20191227
20191227180137
ACCESSION NUMBER: 0000899243-19-030119
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20191226
FILED AS OF DATE: 20191227
DATE AS OF CHANGE: 20191227
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: ROSEMORE, INC.
CENTRAL INDEX KEY: 0001076453
STATE OF INCORPORATION: MD
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37712
FILM NUMBER: 191314362
BUSINESS ADDRESS:
STREET 1: 1 NORTH CHARLES STREET
STREET 2: SUITE 2200
CITY: BALTIMORE
STATE: MD
ZIP: 21201
BUSINESS PHONE: 4103477080
MAIL ADDRESS:
STREET 1: 1 NORTH CHARLES STREET
STREET 2: SUITE 2200
CITY: BALTIMORE
STATE: MD
ZIP: 21201
FORMER NAME:
FORMER CONFORMED NAME: ROSEMORE INC
DATE OF NAME CHANGE: 20000127
FORMER NAME:
FORMER CONFORMED NAME: GATEWAY GATHERING & MARKETING CO
DATE OF NAME CHANGE: 19990108
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Tema Oil & Gas Co
CENTRAL INDEX KEY: 0001705168
STATE OF INCORPORATION: TX
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37712
FILM NUMBER: 191314363
BUSINESS ADDRESS:
STREET 1: 16200 PARK ROW, SUITE 300
CITY: HOUSTON
STATE: TX
ZIP: 77084
BUSINESS PHONE: 281-829-3206
MAIL ADDRESS:
STREET 1: 16200 PARK ROW, SUITE 300
CITY: HOUSTON
STATE: TX
ZIP: 77084
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Rosehill Resources Inc.
CENTRAL INDEX KEY: 0001659122
STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311]
IRS NUMBER: 475500436
STATE OF INCORPORATION: NY
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 16200 PARK ROW
STREET 2: SUITE 300
CITY: HOUSTON
STATE: TX
ZIP: 77084
BUSINESS PHONE: 713-654-8080
MAIL ADDRESS:
STREET 1: 16200 PARK ROW
STREET 2: SUITE 300
CITY: HOUSTON
STATE: TX
ZIP: 77084
FORMER COMPANY:
FORMER CONFORMED NAME: KLR Energy Acquisition Corp.
DATE OF NAME CHANGE: 20151123
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2019-12-26
0
0001659122
Rosehill Resources Inc.
ROSE
0001076453
ROSEMORE, INC.
100 LIGHT ST., SUITE 2500
BALTIMORE
MD
21202
0
0
1
0
0001705168
Tema Oil & Gas Co
100 LIGHT ST., SUITE 2500
BALTIMORE
MD
21202
0
0
1
0
Class A Common Stock
2019-12-26
4
C
0
14100000
0.00
A
14100000
I
See Footnote
Class B Common Stock
2019-12-26
4
C
0
14100000
0.00
D
Class A Common Stock
14100000
15707692
I
See Footnote
On 12/26/2019, Tema Oil & Gas Co. ("Tema"), a wholly-owned subsidiary of Rosemore, Inc. ("Rosemore"), exchanged 14,100,000 shares of Class B Common Stock (along with an equivalent number of common units of Rosehill Operating Company, LLC) into 14,100,000 shares of Class A Common Stock in accordance with the Second Amended and Restated Limited Liability Company Agreement of Rosehill Operating Company, LLC.
These shares of Class A Common Stock and Class B Common Stock are held by Tema, which is wholly-owned by Rosemore.
Upon the closing of the previously reported business combination with Rosehill Resources Inc. (the "Issuer") on April 27, 2017 (the "Business Combination"), Tema received 29,807,692 shares of Class B Common Stock, with each share of Class B Common Stock representing the right to receive, at Rosehill Operating Company, LLC's discretion, either one share of Class A Common Stock of the Issuer or its equivalent in cash, in exchange for one share of Class B Common Stock and one Common Unit of Rosehill Operating Company, LLC, in accordance with the terms and subject to the restrictions set forth in the Second Amended and Restated Limited Liability Company Agreement of Rosehill Operating Company, LLC.
/s/ Paul J. Ebner, President and CEO, Rosemore, Inc.
2019-12-27
/s/ Paul J. Ebner, President, Tema Oil and Gas Company
2019-12-27