0000902664-21-003392.txt : 20210708 0000902664-21-003392.hdr.sgml : 20210708 20210708172254 ACCESSION NUMBER: 0000902664-21-003392 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20210708 DATE AS OF CHANGE: 20210708 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: CIMAREX ENERGY CO CENTRAL INDEX KEY: 0001168054 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 450466694 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-78712 FILM NUMBER: 211081017 BUSINESS ADDRESS: STREET 1: 1700 LINCOLN STREET STREET 2: SUITE 3700 CITY: DENVER STATE: CO ZIP: 80203-4537 BUSINESS PHONE: 303-295-3995 MAIL ADDRESS: STREET 1: 1700 LINCOLN STREET STREET 2: SUITE 3700 CITY: DENVER STATE: CO ZIP: 80203-4537 FORMER COMPANY: FORMER CONFORMED NAME: HELMERICH & PAYNE EXPLORATION & PRODUCTION CO DATE OF NAME CHANGE: 20020222 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: ADAGE CAPITAL PARTNERS GP, L.L.C. CENTRAL INDEX KEY: 0001165408 IRS NUMBER: 043574590 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 200 CLARENDON STREET STREET 2: 52ND FLOOR CITY: BOSTON STATE: MA ZIP: 02116 BUSINESS PHONE: (617) 867-2800 MAIL ADDRESS: STREET 1: 200 CLARENDON STREET, 52ND FLOOR CITY: BOSTON STATE: MA ZIP: 02116 FORMER COMPANY: FORMER CONFORMED NAME: ADAGE CAPITAL PARTNERS GP LLC DATE OF NAME CHANGE: 20020117 SC 13D/A 1 p21-1732sc13da.htm CIMAREX ENERGY CO.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
SCHEDULE 13D/A
 
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
 

Cimarex Energy Co.

(Name of Issuer)
 

Common Stock, par value $0.01 per share

(Title of Class of Securities)
 

171798101

(CUSIP Number)
 
Robert Atchinson
Adage Capital Partners GP, L.L.C.
200 Clarendon Street, 52nd Floor
Boston, MA 02116

(617) 867-2800

(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
 

July 6, 2021

(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), Rule 13d-1(f) or Rule 13d-1(g), check the following box. [ ]

(Page 1 of 9 Pages)

______________________________

* 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 (“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).

 

CUSIP No. 171798101SCHEDULE 13D/APage 2 of 9 Pages

 

1

NAME OF REPORTING PERSON

Adage Capital Partners, L.P.

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ¨

(b) ¨

3 SEC USE ONLY
4

SOURCE OF FUNDS

WC

5

   CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING 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

6,761,192

9

SOLE DISPOSITIVE POWER

-0-

10

SHARED DISPOSITIVE POWER

6,761,192

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON

6,761,192

12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

6.58%

14

TYPE OF REPORTING PERSON

PN

         

 

CUSIP No. 171798101SCHEDULE 13D/APage 3 of 9 Pages

 

 

1

NAME OF REPORTING PERSON

Adage Capital Partners GP, L.L.C.

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ¨

(b) ¨

3 SEC USE ONLY
4

SOURCE OF FUNDS

AF

5    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING 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

6,761,192

9

SOLE DISPOSITIVE POWER

-0-

10

SHARED DISPOSITIVE POWER

6,761,192

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON

6,761,192

12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

6.58%

14

TYPE OF REPORTING PERSON

OO

         

 

CUSIP No. 171798101SCHEDULE 13D/APage 4 of 9 Pages

 

 

1

NAME OF REPORTING PERSON

Adage Capital Advisors, L.L.C.

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ¨

(b) ¨

3 SEC USE ONLY
4

SOURCE OF FUNDS

AF

5    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING 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

6,761,192

9

SOLE DISPOSITIVE POWER

-0-

10

SHARED DISPOSITIVE POWER

6,761,192

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON

6,761,192

12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

6.58%

14

TYPE OF REPORTING PERSON

OO

         

 

CUSIP No. 171798101SCHEDULE 13D/APage 5 of 9 Pages

 

 

1

NAME OF REPORTING PERSON

Robert Atchinson

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ¨

(b) ¨

3 SEC USE ONLY
4

SOURCE OF FUNDS

AF

5    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS    REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ¨
6

CITIZENSHIP OR PLACE OF ORGANIZATION

United States

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH:		 7

SOLE VOTING POWER

-0-

8

SHARED VOTING POWER

6,761,192

9

SOLE DISPOSITIVE POWER

-0-

10

SHARED DISPOSITIVE POWER

6,761,192

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON

6,761,192

12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

6.58%

14

TYPE OF REPORTING PERSON

IN

         

 

CUSIP No. 171798101SCHEDULE 13D/APage 6 of 9 Pages

 

1

NAME OF REPORTING PERSON

Phillip Gross

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ¨

(b) ¨

3 SEC USE ONLY
4

SOURCE OF FUNDS

AF

5    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS    REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ¨
6

CITIZENSHIP OR PLACE OF ORGANIZATION

United States

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH:		 7

SOLE VOTING POWER

-0-

8

SHARED VOTING POWER

6,761,192

9

SOLE DISPOSITIVE POWER

-0-

10

SHARED DISPOSITIVE POWER

6,761,192

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON

6,761,192

12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

6.58%

14

TYPE OF REPORTING PERSON

IN

         

 

 

CUSIP No. 171798101SCHEDULE 13D/APage 7 of 9 Pages

This Amendment No. 1 (“Amendment No. 1”) amends and supplements the statement on Schedule 13D filed with the Securities and Exchange Commission (the “SEC”) on June 14, 2021 (the “Original Schedule 13D” and together with this Amendment No. 1, the “Schedule 13D”) with respect to the shares of Common Stock, $0.01 par value per share (the “Common Stock”), of Cimarex Energy Co., a Delaware corporation (the “Issuer”). This Amendment No. 1 amends Items 3 and 5 as set forth below.

   
Item 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
  Item 3 of the Schedule 13D is hereby amended and restated as follows:
 

 

Funds for the purchase of the 6,761,192 shares of Common Stock to which this Schedule 13D relates were derived from working capital of ACP made in the ordinary course of business. A total of $447,516,415.63 was paid to acquire the 6,761,192 shares of Common Stock reported herein. ACPGP, ACA and Messrs. Atchinson or Gross control the investing and trading in securities of ACP. None of ACPGP, ACA or Messrs. Atchinson or Gross directly hold any shares of Common Stock.

 

 

Item 5. INTEREST IN SECURITIES OF THE ISSUER
  Item 5 of the Schedule 13D is hereby amended and restated as follows:
(a) See rows (11) and (13) of the cover pages to this Schedule 13D for the aggregate number of shares of Common Stock and percentages of the shares of Common Stock beneficially owned by each of the Reporting Persons.  The percentages used in this Schedule 13D are calculated based upon 102,825,296 shares of Common Stock outstanding on May 21, 2021, as disclosed in the Merger Agreement attached as Exhibit 2.1 to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on May 24, 2021.
   
(b) See rows (7) through (10) of the cover pages to this Schedule 13D for the number of shares of Common Stock as to which each Reporting Person has the sole or shared power to vote or direct the vote and sole or shared power to dispose or to direct the disposition.
   
(c) The transactions in the shares of Common Stock since the filing of the Original schedule 13D by ACP, which were all in the open market, are set forth in Schedule A, and are incorporated herein by reference. The other Reporting Persons did not enter into any transactions in the shares of Common Stock since the filing of the Original schedule 13D.
   
(d) No person other than the Reporting Persons is known to have the right to receive, or the power to direct the receipt of dividends from, or proceeds from the sale of, such shares of Common Stock.
   
(e) Not applicable.

 

CUSIP No. 171798101SCHEDULE 13D/APage 8 of 9 Pages

 

   

 

SIGNATURES

After reasonable inquiry and to the best of his or its knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.

Date: July 8, 2021

 

   
   
ADAGE CAPITAL PARTNERS, L.P.  
By:  Adage Capital Partners GP, L.L.C.,  
its general partner  
   
By:  Adage Capital Advisors, L.L.C.,  
its managing member  
   
/s/ Robert Atchinson  
Name:  Robert Atchinson  
Title: Managing Member  
   
ADAGE CAPITAL PARTNERS GP, L.L.C.  
By:  Adage Capital Advisors, L.L.C.,  
its managing member  
   
/s/ Robert Atchinson  
Name:  Robert Atchinson  
Title: Managing Member  
   
ADAGE CAPITAL ADVISORS, L.L.C.  
   
/s/ Robert Atchinson  
Name:  Robert Atchinson  
Title: Managing Member  
   
/s/ Robert Atchinson  
ROBERT ATCHINSON, individually  
   
/s/ Phillip Gross  
PHILLIP GROSS, individually  

 

CUSIP No. 171798101SCHEDULE 13D/APage 9 of 9 Pages

Schedule A

This Schedule sets forth information with respect to each purchase and sale of shares of Common Stock which were effectuated by ACP since the filing of the Original schedule 13D. All transactions were effectuated in the open market through a broker. The price reported in the column Price Per Share ($) is a weighted average price if a price range is indicated in the column Price Range ($). These shares of Common Stock were purchased/sold in multiple transactions at prices between the price ranges below. The Reporting Persons will undertake to provide to the staff of the SEC, upon request, full information regarding the number of shares of Common Stock sold at each separate price.

 

Trade Date Shares Purchased (Sold) Price Per Share ($)* Price Range ($)*
06/15/2021 110,000 69.7072 69.6224-70.2650
06/16/2021 100,000 69.8028 69.8013-69.9078
06/17/2021 100,000 65.8274 65.8196-65.8316
06/18/2021 100,000 64.8239 64.8220-64.8314
06/24/2021 100,000 71.2671  
06/25/2021 11,849 70.4588  
06/28/2021 88,151 70.2941 69.8714-70.3317
06/29/2021 12,798 71.3224  
06/30/2021 87,202 71.5367  
07/01/2021 148,887 74.0417 73.9092-74.1045
07/02/2021 161,213 73.9894 73.6600-74.1400
07/06/2021 224,900 71.3615 71.2870-71.8263
07/07/2021 50,000 70.6363 70.5404-70.7342
07/08/2021 71,071 70.7651  
07/08/2021 100,000 72.6256 72.6800-72.8950
       
       

*       Excluding commissions.