0000899243-19-028680.txt : 20191206
0000899243-19-028680.hdr.sgml : 20191206
20191206155426
ACCESSION NUMBER: 0000899243-19-028680
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20191206
FILED AS OF DATE: 20191206
DATE AS OF CHANGE: 20191206
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: RALEIGH MICHAEL PATRICK
CENTRAL INDEX KEY: 0001364737
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-32720
FILM NUMBER: 191273058
MAIL ADDRESS:
STREET 1: SUITE 550
STREET 2: 10000 MEMORIAL DRIVE
CITY: HOUSTON
STATE: TX
ZIP: 77024
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Pressburg, LLC
CENTRAL INDEX KEY: 0001326428
STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311]
IRS NUMBER: 831984112
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 14701 HERTZ QUAIL SPRINGS PKWY
CITY: OKLAHOMA CITY
STATE: OK
ZIP: 73134
BUSINESS PHONE: 405-896-8050
MAIL ADDRESS:
STREET 1: 14701 HERTZ QUAIL SPRINGS PKWY
CITY: OKLAHOMA CITY
STATE: OK
ZIP: 73134
FORMER COMPANY:
FORMER CONFORMED NAME: ROAN RESOURCES, INC.
DATE OF NAME CHANGE: 20180924
FORMER COMPANY:
FORMER CONFORMED NAME: LINN ENERGY, INC.
DATE OF NAME CHANGE: 20170228
FORMER COMPANY:
FORMER CONFORMED NAME: LINN ENERGY, LLC
DATE OF NAME CHANGE: 20060817
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2019-12-06
1
0001326428
Pressburg, LLC
ROAN
0001364737
RALEIGH MICHAEL PATRICK
14701 HERTZ QUAIL SPRINGS PARKWAY
OKLAHOMA CITY
OK
73134
1
0
0
0
Class A common stock
2019-12-06
4
D
0
76269766
D
0
I
See Footnote
The Issuer, Citizen Energy Operating, LLC ("Citizen") and Citizen Energy Pressburg Inc., a subsidiary of Citizen ("Merger Sub"), are parties to that certain Agreement and Plan of Merger, dated October 1, 2019 (the "Merger Agreement"), pursuant to which, among other things, on December 6, 2019, Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer surviving as a wholly-owned subsidiary of Citizen. At the effective time of the Merger, each outstanding share of Class A common stock, $0.001 par value per share, of the Issuer was cancelled and converted into a right to receive $1.52 in cash.
Includes 76,269,766 shares of Class A common stock held directly by Roan Holdings, LLC ("Roan Holdings"). JVL Advisors, LLC ("JVL"), indirectly through its investment management arrangements with Asklepios Energy Fund, LP, Hephaestus Energy Fund, LP, Luxiver WI, LP, LVPU, LP, Midenergy Partners II, LP, Navitas Fund, LP, Blackbird 1846 Energy Fund, LP, Children's Energy Fund, LP, SPQR Energy, LP and Panakeia Energy Fund, LP, beneficially owns an approximate 74.14% interest in Roan Holdings and has the contractual right to nominate a majority of the members of the board of managers of Roan Holdings, which board of managers exercises voting and dispositive power over all securities held by Roan Holdings. The board of managers of Roan Holdings consists of four managers, of which JVL has nominated three, one of which is the Reporting Person. The Reporting Person may be deemed to share dispositive power over the securities held by Roan Holdings;
(Continued from Footnote 2) thus, the Reporting Person may also be deemed to be the beneficial owner of these securities. The Reporting Person disclaims beneficial ownership of the reported securities in excess of his pecuniary interest therein and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of the securities for Section 16 or any other purpose.
/s/ Will Jordan, attorney-in-fact
2019-12-06