0001144204-19-012400.txt : 20190305
0001144204-19-012400.hdr.sgml : 20190305
20190305201315
ACCESSION NUMBER: 0001144204-19-012400
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20190301
FILED AS OF DATE: 20190305
DATE AS OF CHANGE: 20190305
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: White William Kemper
CENTRAL INDEX KEY: 0001344916
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34464
FILM NUMBER: 19660870
MAIL ADDRESS:
STREET 1: 112 BARRANCA DRIVE
CITY: SANTA FE
STATE: NM
ZIP: 87501
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Cimarex Resolute LLC
CENTRAL INDEX KEY: 0001469510
STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311]
IRS NUMBER: 270659371
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 1700 LINCOLN ST.
STREET 2: SUITE 3700
CITY: DENVER
STATE: CO
ZIP: 80203
BUSINESS PHONE: 303-295-3995
MAIL ADDRESS:
STREET 1: 1700 LINCOLN ST.
STREET 2: SUITE 3700
CITY: DENVER
STATE: CO
ZIP: 80203
FORMER COMPANY:
FORMER CONFORMED NAME: Resolute Energy Corp
DATE OF NAME CHANGE: 20090803
4
1
tv515546_4.xml
OWNERSHIP DOCUMENT
X0306
4
2019-03-01
1
0001469510
Cimarex Resolute LLC
REN
0001344916
White William Kemper
1700 LINCOLN STREET
SUITE 2800
DENVER
CO
80203
1
0
0
0
Common Stock
2019-03-01
4
D
0
19428
D
0
D
Stock Appreciation Rights
2.65
2019-03-01
4
D
0
20833
D
Common Stock
20833
0
D
Pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of November 18, 2018, by and among Resolute, Cimarex Energy Co. ("Cimarex") and two direct wholly owned subsidiaries of Cimarex, at the effective time of the merger (the "Effective Time"), each share of Resolute's common stock, par value $0.0001 per share, held by the Reporting Person converted into, at such Reporting Person's election, (i) an amount in cash equal to $14.00, without interest, and 0.2366 shares of common stock of Cimarex, par value $0.01 per share; (ii) an amount of cash equal to $35.00, without interest; or (iii) 0.3943 shares of Cimarex common stock, subject to proration as provided in the Merger Agreement.
Pursuant to the Merger Agreement, immediately prior to the Effective Time, each outstanding Resolute stock appreciation right (SAR) became fully vested (to the extent not already vested) and automatically cancelled and converted into the right to receive an amount in cash equal to (i) the total number of shares of Resolute common stock subject to such Resolute SAR immediately prior to the effective time multiplied by (ii) the excess of (A) $35.00 minus (B) $2.65 (less any required withholdings).
Each Resolute SAR will terminate and may no longer be exercised upon the earlier to occur of (i) discontinuance of the Reporting Person's services, or (ii) upon expiration of the SAR agreement on February 17, 2026.
/s/ William K. White
2019-03-05