0001341004-17-000747.txt : 20171205 0001341004-17-000747.hdr.sgml : 20171205 20171205153305 ACCESSION NUMBER: 0001341004-17-000747 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20171205 DATE AS OF CHANGE: 20171205 GROUP MEMBERS: ALICE KERNAGHAN GROUP MEMBERS: EDWARD H. KERNAGHAN GROUP MEMBERS: EDWARD J. KERNAGHAN GROUP MEMBERS: ELIZABETH KERNAGHAN GROUP MEMBERS: JENNIFER KERNAGHAN GROUP MEMBERS: PRINCIPIA RESEARCH INC. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: OBSIDIAN ENERGY LTD. CENTRAL INDEX KEY: 0001334388 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 000000000 STATE OF INCORPORATION: A0 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-82653 FILM NUMBER: 171239571 BUSINESS ADDRESS: STREET 1: 207 - 9TH AVENUE S.W. STREET 2: SUITE 200 CITY: CALGARY STATE: A0 ZIP: T2P 1K3 BUSINESS PHONE: (403) 777-2500 MAIL ADDRESS: STREET 1: 207 - 9TH AVENUE S.W. STREET 2: SUITE 200 CITY: CALGARY STATE: A0 ZIP: T2P 1K3 FORMER COMPANY: FORMER CONFORMED NAME: PENN WEST PETROLEUM LTD. DATE OF NAME CHANGE: 20110125 FORMER COMPANY: FORMER CONFORMED NAME: PENN WEST ENERGY TRUST DATE OF NAME CHANGE: 20050727 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Kernwood Ltd CENTRAL INDEX KEY: 0001719611 IRS NUMBER: 000000000 STATE OF INCORPORATION: A6 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 79 WELLINGTON STREET WEST STREET 2: SUITE 605 CITY: TORONTO STATE: A6 ZIP: M5K 1K7 BUSINESS PHONE: (416) 423-3251 MAIL ADDRESS: STREET 1: 79 WELLINGTON STREET WEST STREET 2: SUITE 605 CITY: TORONTO STATE: A6 ZIP: M5K 1K7 SC 13D/A 1 sct13da.htm SC 13D/A FOR KERNWOOD LTD.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D
Under the Securities Exchange Act of 1934
Amendment No. 1


OBSIDIAN ENERGY LTD.
(Name of Issuer)

Common Shares
(Title of Class of Securities)

674482104
(CUSIP Number)

Kernwood Limited
Suite 605
79 Wellington Street West
Toronto, ON M5K 1K7
(416) 423-3251

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

December 4, 2017
(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 §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-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 § 240.13d-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 (“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. 674482104
13D
Page 1 of 11


1
NAMES OF REPORTING PERSONS
 
Edward J. Kernaghan
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [X]
(b) [   ]
3
SEC USE ONLY
 
4
SOURCE OF FUNDS:
 
PF
5
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 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
10,025,500
8
SHARED VOTING POWER
23,538,375
9
SOLE DISPOSITIVE POWER
10,025,500
10
SHARED DISPOSITIVE POWER
23,538,375
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
33,563,875
12
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
[  ]
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
6.7%
14
TYPE OF REPORTING PERSON
IN


 
 
CUSIP No. 674482104
 
13D
 
Page 2 of 11


1
NAMES OF REPORTING PERSONS
 
Kernwood Limited
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 (a) [X]
(b) [   ]
3
SEC USE ONLY
 
4
SOURCE OF FUNDS:
 
PF
5
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e):
 
[  ]
6
CITIZENSHIP OR PLACE OF ORGANIZATION
Ontario, Canada
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
 
 
7
SOLE VOTING POWER
0
8
SHARED VOTING POWER
18,956,700
9
SOLE DISPOSITIVE POWER
0
10
SHARED DISPOSITIVE POWER
18,956,700
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
                   18,956,700
12
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
[  ]
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
3.8%
14
TYPE OF REPORTING PERSON
CO



CUSIP No. 674482104
13D
Page 3 of 11

 
1
NAMES OF REPORTING PERSONS
 
Principia Research Inc.
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [X]
(b) [   ]
3
SEC USE ONLY
 
4
SOURCE OF FUNDS:
 
PF
5
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e):
 
[  ]
6
CITIZENSHIP OR PLACE OF ORGANIZATION
Ontario, Canada
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
 
 
7
SOLE VOTING POWER
0
8
SHARED VOTING POWER
71,500
9
SOLE DISPOSITIVE POWER
0
10
SHARED DISPOSITIVE POWER
71,500
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
71,500
12
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
[  ]
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0%
14
TYPE OF REPORTING PERSON
CO


CUSIP No. 674482104
13D
Page 4 of 11

 
1
NAMES OF REPORTING PERSONS
 
Edward H. Kernaghan
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [X]
(b) [   ]
3
SEC USE ONLY
 
4
SOURCE OF FUNDS:
 
PF
5
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 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
282,975
9
SOLE DISPOSITIVE POWER
0
10
SHARED DISPOSITIVE POWER
282,975
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
282,975
12
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
[  ]
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.1%
14
TYPE OF REPORTING PERSON
IN


CUSIP No. 674482104
13D
Page 5 of 11

 
1
NAMES OF REPORTING PERSONS
 
Alice Kernaghan
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [X]
(b) [   ]
3
SEC USE ONLY
 
4
SOURCE OF FUNDS:
 
PF
5
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 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
2,750,500
9
SOLE DISPOSITIVE POWER
0
10
SHARED DISPOSITIVE POWER
2,750,500
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,750,500
12
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
[  ]
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.5%
14
TYPE OF REPORTING PERSON
IN


CUSIP No. 674482104
13D
Page 6 of 11


1
NAMES OF REPORTING PERSONS
 
Elizabeth Kernaghan
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [X]
(b) [   ]
3
SEC USE ONLY
 
4
SOURCE OF FUNDS:
 
PF
5
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 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
1,548,200
9
SOLE DISPOSITIVE POWER
0
10
SHARED DISPOSITIVE POWER
1,548,200
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,548,200
12
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
[  ]
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.3%
14
TYPE OF REPORTING PERSON
IN


 
CUSIP No. 674482104
 
13D
 
Page 7 of 11

 
1
NAMES OF REPORTING PERSONS
 
Jennifer Kernaghan
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [X]
(b) [   ]
3
SEC USE ONLY
 
4
SOURCE OF FUNDS:
 
PF
5
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 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 POW`ER
32,000
9
SOLE DISPOSITIVE POWER
0
10
SHARED DISPOSITIVE POWER
32,000
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
32,000
12
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
[  ]
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0%
14
TYPE OF REPORTING PERSON
IN


CUSIP No. 674482104
13D
Page 8 of 11

 
This Amendment No. 1 to Schedule 13D (this “Statement”) is being filed on behalf of Kernwood Limited, an Ontario corporation (“Kernwood”), Principia Research Inc., an Ontario corporation (“Principia”), Edward J. Kernaghan, Edward H. Kernaghan, Alice Kernaghan, Elizabeth Kernaghan and Jennifer Kernaghan, each of whom are Canadian citizens residing in the Province of Ontario (collectively, the “Reporting Persons”), relating to common shares, no par value (the “Common Shares”), of Obsidian Energy Ltd., a corporation organized and existing under the laws of Alberta, Canada (the “Issuer”). This Statement amends and supplements the initial statement on Schedule 13D, filed on October 16, 2017 (the “Original Statement”) by the Reporting Persons. The Original Statement is hereby amended as follows.

Item 5.  Interest in Securities of the Issuer.

(a) and (b) The beneficial ownership percentage of the Reporting Persons is calculated based upon 504,329,838 Common Shares of the Issuer reported to be outstanding as of December 4, 2017 as reported by the Toronto Stock Exchange. The information disclosed in response to Item 2 in the Original Statement is incorporated by reference herein.

1.
Edward J. Kernaghan
a.
Amount beneficially owned: 33,563,875 Common Shares
b.
Percent of class: 6.66%
c.
Number of shares as to which the Reporting Person has:
i.
Sole power to vote or to direct the vote: 10,025,500
ii.
Shared power to vote or to direct the vote: 23,538,375
iii.
Sole power to dispose or to direct the disposition of: 10,025,500
iv.
Shared power to dispose or to direct the disposition of: 23,538,375

Includes (i) 10,025,500 Common Shares held directly by Edward J. Kernaghan, (ii) 18,956,700 Common Shares held directly by Kernwood, which Edward J. Kernaghan directly controls as the controlling shareholder, (iii) 71,500 Common Shares held directly by Principia, of which Edward J. Kernaghan is a shareholder, (iv) 282,975 Common Shares held directly by Edward H. Kernaghan, which Edward J. Kernaghan indirectly shares control of, (v) 2,750,500 Common Shares held directly by Alice Kernaghan, which Edward J. Kernaghan indirectly shares control of, (vi) 1,548,200 Common Shares held directly by Elizabeth Kernaghan, which Edward J. Kernaghan indirectly shares control of, and (vii) 32,000 Common Shares held directly by Jennifer Kernaghan, which Edward J. Kernaghan indirectly shares control of.

2.
Kernwood
a.
Amount beneficially owned: 18,956,700 Common Shares
b.
Percent of class: 3.76%
c.
Number of shares as to which the Reporting Person has:
i.
Sole power to vote or to direct the vote: 0
ii.
Shared power to vote or to direct the vote: 18,956,700
iii.
Sole power to dispose or to direct the disposition of: 0
iv.
Shared power to dispose or to direct the disposition of: 18,956,700

Includes 18,956,700 Common Shares held directly by Kernwood, which Edward J. Kernaghan is deemed to control.

3.
Principia
a.
Amount beneficially owned: 71,500 Common Shares
b.
Percent of class: 0.01%
c.
Number of shares as to which the Reporting Person has:
i.
Sole power to vote or to direct the vote: 0
ii.
Shared power to vote or to direct the vote: 71,500
iii.
Sole power to dispose or to direct the disposition of: 0
iv.
Shared power to dispose or to direct the disposition of: 71,500

 
CUSIP No. 674482104
 
13D
 
Page 9 of 11

 
Includes 71,500 Common Shares held directly by Principia, of which Edward J. Kernaghan and Edward H. Kernaghan are deemed to share control.

4.
Edward H. Kernaghan
a.
Amount beneficially owned: 282,975 Common Shares
b.
Percent of class: 0.06%
c.
Number of shares as to which the Reporting Person has:
i.
Sole power to vote or to direct the vote: 0
ii.
Shared power to vote or to direct the vote: 282,975
iii.
Sole power to dispose or to direct the disposition of: 0
iv.
Shared power to dispose or to direct the disposition of: 282,975

Includes (i) 179,475 Common Shares held directly by Edward H. Kernaghan, (ii) 71,500 Common Shares held directly by Principia, of which Edward J. Kernaghan is a shareholder and (iii) 32,000 Common Shares held directly by Jennifer Kernaghan, of which Edward H. Kernaghan indirectly shares control.

5.
Alice Kernaghan
a.
Amount beneficially owned: 2,750,500 Common Shares
b.
Percent of class: 0.55%
c.
Number of shares as to which the Reporting Person has:
i.
Sole power to vote or to direct the vote: 0
ii.
Shared power to vote or to direct the vote: 2,750,500
iii.
Sole power to dispose or to direct the disposition of: 0
iv.
Shared power to dispose or to direct the disposition of: 2,750,500

Includes 2,750,500 Common Shares held directly by Alice Kernaghan, of which Edward J. Kernaghan indirectly shares control.

6.
Elizabeth Kernaghan
a.
Amount beneficially owned: 1,548,200 Common Shares
b.
Percent of class: 0.31%
c.
Number of shares as to which the Reporting Person has:
i.
Sole power to vote or to direct the vote: 0
ii.
Shared power to vote or to direct the vote: 1,548,200
iii.
Sole power to dispose or to direct the disposition of: 0
iv.
Shared power to dispose or to direct the disposition of: 1,548,200

Includes 1,548,200 Common Shares held directly by Elizabeth Kernaghan, of which Edward J. Kernaghan indirectly shares control.

7.
Jennifer Kernaghan
a.
Amount beneficially owned: 32,000 Common Shares
b.
Percent of class: 0.01%
c.
Number of shares as to which the Reporting Person has:
i.
Sole power to vote or to direct the vote: 0
ii.
Shared power to vote or to direct the vote: 32,000
iii.
Sole power to dispose or to direct the disposition of: 0
iv.
Shared power to dispose or to direct the disposition of: 32,000

Includes 32,000 Common Shares held directly by Jennifer Kernaghan, of which Edward J. Kernaghan and Edward H. Kernaghan indirectly share control.

Kernwood has made the following open-market purchases of Common Shares of the Issuer during the past 60 days on the Toronto Stock Exchange (excluding purchases disclosed in the Original Statement):


CUSIP No. 674482104
13D
Page 10 of 11


 
Date
Purchaser
Number of Shares
Price Per Share
October 16, 2017
Kernwood
150,000
CDN $1.3113
October 17, 2017
Kernwood
323,200
CDN $1.2895
October 19, 2017
Kernwood
354,400
CDN $1.2730
October 20, 2017
Kernwood
100,000
CDN $1.2499
October 23, 2017
Kernwood
100,000
CDN $1.2600
October 24, 2017
Kernwood
73,200
CDN $1.2555
October 25, 2017
Kernwood
250,000
CDN $1.2440
October 26, 2017
Kernwood
169,800
CDN $1.2399
October 27, 2017
Kernwood
268,700
CDN $1.2469
November 3, 2017
Kernwood
217,000
CDN $1.4563
November 6, 2017
Kernwood
283,000
CDN $1.5121
November 7, 2017
Kernwood
69,200
CDN $1.4900
November 8, 2017
Kernwood
350,000
CDN $1.5390
November 14, 2017
Kernwood
513,500
CDN $1.4630
November 15, 2017
Kernwood
752,600
CDN $1.5150
November 16, 2017
Kernwood
366,000
CDN $1.5730
November 21, 2017
Kernwood
249,900
CDN $1.6832
November 27, 2017
Kernwood
260,000
CDN $1.6434
November 29, 2017
Kernwood
61,100
CDN $1.5900
November 30, 2017
Kernwood
202,500
CDN $1.6500
December 1, 2017
Kernwood
146,000
CDN $1.6601
December 4, 2017
Kernwood
758,000
CDN $1.6023

Other than the foregoing transactions and any transactions disclosed in the Original Statement, none of the Reporting Persons has effected any transaction in Common Shares of the Issuer during the past 60 days.

(d) Not applicable.

(e) Not applicable.


CUSIP No. 674482104
13D
Page 11 of 11

 
SIGNATURES

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.

Date:   December 5, 2017
 
EDWARD J. KERNAGHAN
   
 
 
 
/s/ Edward J. Kernaghan
  
     
     
 
EDWARD H. KERNAGHAN
   
 
 
 
/s/ Edward H. Kernaghan
  
     
     
 
ALICE KERNAGHAN
   
 
 
 
/s/ Alice Kernaghan
  
     
     
 
ELIZABETH KERNAGHAN
   
 
 
 
/s/Elizabeth Kernaghan
  
     
     
 
JENNIFER KERNAGHAN
   
 
 
 
/s/ Jennifer Kernaghan
  
     
 
KERNWOOD LIMITED
  
     
     
 
By:
/s/ Edward H. Kernaghan
  
 
Name:
EDWARD H. KERNAGHAN
  
 
Title:
President
  
     
     
 
PRINCIPIA RESEARCH INC.
  
     
     
 
By:
/s/ Edward H. Kernaghan
  
 
Name:
EDWARD H. KERNAGHAN
  
 
Title:
President